4//SEC Filing
Callen David 4
Accession 0001225208-21-000721
CIK 0001013871other
Filed
Jan 10, 7:00 PM ET
Accepted
Jan 11, 9:06 PM ET
Size
26.9 KB
Accession
0001225208-21-000721
Insider Transaction Report
Form 4
Callen David
VP, Chief Accounting Offficer
Transactions
- Exercise/Conversion
Common Stock, par value $.01 per share
2021-01-02+11,451→ 41,304 total - Tax Payment
Common Stock, par value $.01 per share
2021-01-02−4,154→ 40,357 total - Exercise/Conversion
Dividend Equivalent Rights
2021-01-02−494→ 0 totalExercise: $0.00From: 2021-01-02Exp: 2021-01-02→ Common Stock, par value $.01 per share (494 underlying) - Tax Payment
Common Stock, par value $.01 per share
2021-01-02−763→ 44,511 total - Award
Relative Performance Stock Units
2021-01-02+7,056→ 7,056 totalFrom: 2024-01-02Exp: 2024-01-02→ Common Stock, par value $.01 per share (7,056 underlying) - Award
Common Stock, par value $.01 per share
2021-01-02+4,581→ 45,885 total - Exercise/Conversion
Common Stock, par value $.01 per share
2021-01-02+494→ 46,379 total - Tax Payment
Common Stock, par value $.01 per share
2021-01-02−519→ 45,860 total - Tax Payment
Common Stock, par value $.01 per share
2021-01-02−586→ 45,274 total - Exercise/Conversion
Relative Performance Stock Units
2021-01-02−11,451→ 0 totalFrom: 2021-01-02Exp: 2021-01-02→ Common Stock, par value $.01 per share (11,451 underlying)
Footnotes (14)
- [F1]The Reporting Person was issued 9,088 RPSUs by NRG under the LTIP on January 2, 2018 that vested on January 2, 2021. On the vesting date the Reporting Person was entitled to receive a maximum of 18,176 shares of Common Stock if the company achieved 100% increase in total shareholder return since the grant date (the "Maximum"), 9,088 shares of Common Stock if there is no change in total shareholder return since the grant date (the "Target") or 2,272 shares of Common Stock if there is a 25% decrease in total shareholder return since the grant date (the "Threshold"). The Reporting Person wouldnot have received any shares of Common Stock if total shareholder return had decreased by more than 25% since the grant date. The number of shares that the Reporting Person could have received in interpolated for total shareholder return fall between Threshold, Target and Maximum levels. On January 2, 2021 the reporting person vested in 11,451 shares.
- [F10]In connection with the vesting of the RSUs described above, 79 DERs vested, resulting in the Reporting Person holding 161 dividend equivalent rights in the aggregate. Dividend equivalent rights accrue on the Reporting Person's restricted stock units or relative performance stock units, which become exercisable proportionately with the restricted stock units or relative performance stock units.
- [F11]The Reporting Person elected to satisfy their tax withholding obligation upon the exchange of common stock for RPSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 4,154 shares of common stock to satisfy the grantee's tax withholding obligation
- [F12]The Reporting Person was issued 7,056 Relative Performance Stock Units ("RPSUs") by NRG Energy, Inc. under the LTIP on January 2, 2021. The RPSUs will convert to shares of NRG Common Stockon January 2, 2024 only in the event the Company has achieved a certain level of total shareholder return ("TSR") relative to the Peer Group (defined below) over a three-year performance period. The numberof shares of Common Stock that the Reporting Person may receive is interpolated for TSR falling between Threshold, Target, and Maximum levels as described below.
- [F13]Reporting Person will receive(i) a maximum of 14,112 shares of Common Stock if Company's TSR is ranked at or above the 75th percentile relative to a peer group of companies approved by the Company's Compensation Committee (the "Peer Group") for the performance period (the "Maximum"); (ii) 7,056 shares of Common Stock if Company's TSR is ranked at the 55th percentile relative to the Peer Group for the performance period (the "Target"); provided, however, if TSR is less than negative fifteen percent (-15%), the Company's TSR must be ranked at the 65th percentile relative to the Peer Group for the performance period to receive the Target award; or (iii) 1,764 shares of Common Stock if Company's TSR is ranked at the 25th percentile relative to the Peer Group for the performance period(the "Threshold"). The Reporting Person will not receive any shares of Common Stock if Company's TSR is below the 25th percentile relative to the Peer Group for the performance period.
- [F14]The Maximum award that the Reporting Person will receive shall not exceed six (6) times the fair market value of the Target award, determined as of the date of grant.
- [F2]Represents Restricted Stock Units issued to the Reporting Person under NRG Energy, Inc.'s Amended and Restated Long-Term Incentive Plan ("LTIP").
- [F3]Each RSU is equivalent in value to one share of NRG's Common Stock, par value $.01 per share. The Reporting Person will receive from NRG one such share of Common Stock for each RSU that will vest ratably over a three year period beginning on the first anniversary of the date of grant.
- [F4]In connection with the vesting of the RPSUs described above, an incremental 494 DERs vested. Dividend equivalent rights accrue on the Reporting Person's restricted stock units or relative performance stock units, which become exercisable proportionately with the restricted stock units or relative performance stock units to which they relate and may only be settled in NRG common stock. Each dividend equivalent right is the economic equivalent of one share of NRG common stock.
- [F5]On January 2, 2020, the Reporting Person was issued 4,304 Restricted Stock Units ("RSUs") by NRG Energy, Inc. under NRG Energy, Inc.'s Amended and Restated Long Term Incentive Plan. Each RSU is equivalent in value to one share of NRG's common stock, par value $.01. On January 2, 2021 1,433 shares vested. The Reporting Person elected to satisfy their tax obligation upon the exchange of common stock for RSUs having avalue on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 519 shares of common stock to satisfy the grantee's tax withholding obligation.
- [F6]In connection with the vesting of the RSUs described above, 51 DERs vested, resulting in the Reporting Person holding 295 dividend equivalent rights in the aggregate. Dividend equivalent rights accrue on the Reporting Person's restricted stock units or relative performance stock units, which become exercisable proportionately with the restricted stock units or relative performance stock units.
- [F7]On January 2, 2019, the Reporting Person was issued 4,286 Restricted Stock Units ("RSUs") by NRG Energy, Inc. under NRG Energy, Inc.'s Amended and Restated Long Term Incentive Plan. Each RSU is equivalentin value to one share of NRG's common stock, par value $.01. On January 2, 2021 1,427 shares vested. The Reporting Person elected to satisfy their tax obligation upon the exchange of common stock for RSUs having avalue on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 586 shares of common stock to satisfy the grantee's tax withholding obligation.
- [F8]In connection with the vesting of the RSUs described above, 55 DERs vested, resulting in the Reporting Person holding 240 dividend equivalent rights in the aggregate. Dividend equivalent rights accrue on the Reporting Person's restricted stock units or relative performance stock units, which become exercisable proportionately with the restricted stock units or relative performance stock units.
- [F9]On January 2, 2018, the Reporting Person was issued 5,540 Restricted Stock Units ("RSUs") by NRG Energy, Inc. under NRG Energy, Inc.'s Amended and Restated Long Term Incentive Plan. Each RSU is equivalentin value to one share of NRG's common stock, par value $.01. On January 2, 2021 1,851 shares vested. The Reporting Person elected to satisfy their tax obligation upon the exchange of common stock for RSUs having avalue on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 763 shares of common stock to satisfy the grantee's tax withholding obligation.
Documents
Issuer
NRG ENERGY, INC.
CIK 0001013871
Entity typeother
Related Parties
1- filerCIK 0001636160
Filing Metadata
- Form type
- 4
- Filed
- Jan 10, 7:00 PM ET
- Accepted
- Jan 11, 9:06 PM ET
- Size
- 26.9 KB