$NRG|4Jan 4, 4:52 PM ET

NRG ENERGY, INC. 4

4 · NRG ENERGY, INC. · Filed Jan 4, 2008

Form 4

Period: 2008-01-02

EVP Int. Ops, Pres. S. Central

Transactions

Award
Common Stock, par value .01 per share
2008-01-02+2,200→ 29,510 total
Award
Non-Qualified Stock Options
2008-01-02+21,800→ 21,800 total
Exercise: $42.82From: 2009-01-02Exp: 2014-01-02→ Common Stock, par value $.01 per share (21,800 underlying)
Award
Performance Units
2008-01-02+4,200→ 4,200 total
From: 2011-01-02Exp: 2011-01-02→ Common stock, par value $.01 per share (4,200 underlying)

Footnotes (5)

[F1]Represents restricted Stock Units issued to Mr. Brewster by NRG Energy, Inc. under NRG Energy, Inc.'s Long Term Incentive Plan.
[F2]Each Restricted Stock Unit is equivalent in value to one share of NRG Energy, Inc.'s Common Stock, par value $0.01. Mr. Brewster will receive from NRG Energy, Inc. one such share of Common Stock for each Restricted Stock Unit on January 2, 2011.
[F3]Pursuant to the Grant Agreement by and between NRG Energy, Inc. and Mr. Brewster, Stock Options will vest and become exercisable as follows: 33 1/3% on January 2, 2009, 33 1/3% on January 2, 2010 and 33 1/3% on January 2, 2011.
[F4]Stock Options expire six years from the date of grant.
[F5]Mr. Brewster was issued 4,200 Performance Units by NRG Energy, Inc. under NRG Energy, Inc.'s Long Term Incentive Plan on January 2, 2008. Each Performance Unit will be paid out on January 2, 2011 if the average closing price of NRG Energy, Inc.'s Common Stock for the ten trading days prior to January 2, 2011(the "Measurement Price") is equal to or greater than $60.16(the "Target Price"). The payout for each Performance Unit will be equal to: (i) one share of Common Stock, if the Measurement Price equals the Target Price; (ii) a prorated amount in between one and two shares of Common Stock, if the Measurement Price is greater than the Target Price but less than $70.35 (the "Maximum Price"); and (iii) two shares of Common Stock, if the Measurement Price is equal to or greater than the Maximum Price.

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