TotalEnergies SE - 31 Mar 2026 Form 4 Insider Report for Clearway Energy, Inc. (CWEN)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
02 Apr 2026, 18:49:34 UTC
Prior SEC filing
30 Mar 2026
Next SEC filing
01 May 2026
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
TOTALENERGIES SE By: /s/ Marine Delaitre Name: Marine Delaitre Title: Authorized Signatory

Key filing fact

TotalEnergies SE filed Form 4 for Clearway Energy, Inc. (CWEN) on 02 Apr 2026.

Key facts

  • This page summarizes TotalEnergies SE's Form 4 filing for Clearway Energy, Inc. (CWEN).
  • 6 reported transactions and 15 derivative rows are listed below.
  • Accepted by SEC: 02 Apr 2026, 18:49.

Change

  • Previous filing in this sequence was filed on 30 Mar 2026.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (5)

CIK 0000879764 Primary reporting owner

TotalEnergies SE

Relationship
Director, 10%+ Owner
Address
2, PLACE JEAN MILLIER, LA DEFENSE 6, COURBEVOIE, FRANCE
Signature
TOTALENERGIES SE By: /s/ Marine Delaitre Name: Marine Delaitre Title: Authorized Signatory
Signature date
02 Apr 2026
CIK 0001941906

TotalEnergies Gestion USA SARL

Relationship
Director, 10%+ Owner
Address
2, PLACE JEAN MILLIER, LA DEFENSE 6, COURBEVOIE, FRANCE
Signature
TOTALENERGIES GESTION USA SARL By: /s/ Agathe Rozenbaum-Rameix Name: Agathe Rozenbaum-Rameix Title: General Manager
Signature date
02 Apr 2026
CIK 0001942439

TotalEnergies Holdings USA, Inc.

Relationship
Director, 10%+ Owner
Address
1201 LOUISIANA ST. SUITE 1800, HOUSTON
Signature
TOTALENERGIES HOLDINGS USA, INC. By: /s/ Ha C. Yi Name: Ha C. Yi Title: Assistant Secretary
Signature date
02 Apr 2026
CIK 0001942500

TotalEnergies Delaware, Inc.

Relationship
Director, 10%+ Owner
Address
1201 LOUISIANA ST. SUITE 1800, HOUSTON
Signature
TOTALENERGIES DELAWARE, INC. By: /s/ Ha C. Yi Name: Ha C. Yi Title: Secretary
Signature date
02 Apr 2026
CIK 0001942458

TotalEnergies Renewables USA, LLC

Relationship
Director, 10%+ Owner
Address
1201 LOUISIANA ST. SUITE 1800, HOUSTON
Signature
TOTALENERGIES RENEWABLES USA, LLC By: /s/ Ha C. Yi Name: Ha C. Yi Title: Secretary
Signature date
02 Apr 2026

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

CWEN transaction

Class C Common Stock

Conversion of derivative security

Transaction value
Shares
+215,000
Change %
+128%
Price
Shares after
383,180
Date
31 Mar 2026
Ownership
See footnotes
Footnotes
F1, F6, F7
CWEN transaction

Class C Common Stock

Conversion of derivative security

Transaction value
Shares
+215,000
Change %
+128%
Price
Shares after
383,180
Date
31 Mar 2026
Ownership
See footnotes
Footnotes
F1, F6, F7
CWEN transaction

Class C Common Stock

Conversion of derivative security

Transaction value
Shares
+215,000
Change %
+128%
Price
Shares after
383,180
Date
31 Mar 2026
Ownership
See footnotes
Footnotes
F1, F6, F7
CWEN transaction

Class C Common Stock

Conversion of derivative security

Transaction value
Shares
+215,000
Change %
+128%
Price
Shares after
383,180
Date
31 Mar 2026
Ownership
See footnotes
Footnotes
F1, F6, F7
CWEN transaction

Class C Common Stock

Conversion of derivative security

Transaction value
Shares
+215,000
Change %
+128%
Price
Shares after
383,180
Date
31 Mar 2026
Ownership
See footnotes
Footnotes
F1, F6, F7
CWEN transaction

Class C Common Stock

Other

Transaction value
Shares
+99,661
Change %
+26%
Price
$39.91*
Shares after
482,841
Date
01 Apr 2026
Ownership
See footnotes
Footnotes
F2, F6, F7
CWEN transaction

Class C Common Stock

Other

Transaction value
Shares
+99,661
Change %
+26%
Price
$39.91*
Shares after
482,841
Date
01 Apr 2026
Ownership
See footnotes
Footnotes
F2, F6, F7
CWEN transaction

Class C Common Stock

Other

Transaction value
Shares
+99,661
Change %
+26%
Price
$39.91*
Shares after
482,841
Date
01 Apr 2026
Ownership
See footnotes
Footnotes
F2, F6, F7
CWEN transaction

Class C Common Stock

Other

Transaction value
Shares
+99,661
Change %
+26%
Price
$39.91*
Shares after
482,841
Date
01 Apr 2026
Ownership
See footnotes
Footnotes
F2, F6, F7
CWEN transaction

Class C Common Stock

Other

Transaction value
Shares
+99,661
Change %
+26%
Price
$39.91*
Shares after
482,841
Date
01 Apr 2026
Ownership
See footnotes
Footnotes
F2, F6, F7
CWEN transaction

Class C Common Stock

Other

Transaction value
Shares
-435,552
Change %
-90%
Price
$39.91*
Shares after
47,289
Date
01 Apr 2026
Ownership
See footnotes
Footnotes
F3, F6, F7
CWEN transaction

Class C Common Stock

Other

Transaction value
Shares
-435,552
Change %
-90%
Price
$39.91*
Shares after
47,289
Date
01 Apr 2026
Ownership
See footnotes
Footnotes
F3, F6, F7
CWEN transaction

Class C Common Stock

Other

Transaction value
Shares
-435,552
Change %
-90%
Price
$39.91*
Shares after
47,289
Date
01 Apr 2026
Ownership
See footnotes
Footnotes
F3, F6, F7
CWEN transaction

Class C Common Stock

Other

Transaction value
Shares
-435,552
Change %
-90%
Price
$39.91*
Shares after
47,289
Date
01 Apr 2026
Ownership
See footnotes
Footnotes
F3, F6, F7
CWEN transaction

Class C Common Stock

Other

Transaction value
Shares
-435,552
Change %
-90%
Price
$39.91*
Shares after
47,289
Date
01 Apr 2026
Ownership
See footnotes
Footnotes
F3, F6, F7

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

CWEN transaction Derivative

Class D Units of Clearway Energy LLC

Conversion of derivative security

Transaction value
Shares
-215,000
Change %
-0.52%
Price
$0.000000*
Shares after
41,361,142
Date
31 Mar 2026
Ownership
See footnotes
Underlying class
Class C Common Stock
Underlying amount
215,000
Exercise price
Footnotes
F1, F6, F7
CWEN transaction Derivative

Class D Units of Clearway Energy LLC

Conversion of derivative security

Transaction value
Shares
-215,000
Change %
-0.52%
Price
$0.000000*
Shares after
41,361,142
Date
31 Mar 2026
Ownership
See footnotes
Underlying class
Class C Common Stock
Underlying amount
215,000
Exercise price
Footnotes
F1, F6, F7
CWEN transaction Derivative

Class D Units of Clearway Energy LLC

Conversion of derivative security

Transaction value
Shares
-215,000
Change %
-0.52%
Price
$0.000000*
Shares after
41,361,142
Date
31 Mar 2026
Ownership
See footnotes
Underlying class
Class C Common Stock
Underlying amount
215,000
Exercise price
Footnotes
F1, F6, F7
CWEN transaction Derivative

Class D Units of Clearway Energy LLC

Conversion of derivative security

Transaction value
Shares
-215,000
Change %
-0.52%
Price
$0.000000*
Shares after
41,361,142
Date
31 Mar 2026
Ownership
See footnotes
Underlying class
Class C Common Stock
Underlying amount
215,000
Exercise price
Footnotes
F1, F6, F7
CWEN transaction Derivative

Class D Units of Clearway Energy LLC

Conversion of derivative security

Transaction value
Shares
-215,000
Change %
-0.52%
Price
$0.000000*
Shares after
41,361,142
Date
31 Mar 2026
Ownership
See footnotes
Underlying class
Class C Common Stock
Underlying amount
215,000
Exercise price
Footnotes
F1, F6, F7
CWEN transaction Derivative

Class B Units of Clearway Energy LLC

Other

Transaction value
Shares
-42,738,750
Change %
-100%
Price
Shares after
0
Date
01 Apr 2026
Ownership
See footnotes
Underlying class
Class A Common Stock
Underlying amount
42,738,750
Exercise price
Footnotes
F4, F5, F6, F7
CWEN transaction Derivative

Class B Units of Clearway Energy LLC

Other

Transaction value
Shares
-42,738,750
Change %
-100%
Price
Shares after
0
Date
01 Apr 2026
Ownership
See footnotes
Underlying class
Class A Common Stock
Underlying amount
42,738,750
Exercise price
Footnotes
F4, F5, F6, F7
CWEN transaction Derivative

Class B Units of Clearway Energy LLC

Other

Transaction value
Shares
-42,738,750
Change %
-100%
Price
Shares after
0
Date
01 Apr 2026
Ownership
See footnotes
Underlying class
Class A Common Stock
Underlying amount
42,738,750
Exercise price
Footnotes
F4, F5, F6, F7
CWEN transaction Derivative

Class B Units of Clearway Energy LLC

Other

Transaction value
Shares
-42,738,750
Change %
-100%
Price
Shares after
0
Date
01 Apr 2026
Ownership
See footnotes
Underlying class
Class A Common Stock
Underlying amount
42,738,750
Exercise price
Footnotes
F4, F5, F6, F7
CWEN transaction Derivative

Class B Units of Clearway Energy LLC

Other

Transaction value
Shares
-42,738,750
Change %
-100%
Price
Shares after
0
Date
01 Apr 2026
Ownership
See footnotes
Underlying class
Class A Common Stock
Underlying amount
42,738,750
Exercise price
Footnotes
F4, F5, F6, F7
CWEN transaction Derivative

Class B Units of Clearway Energy LLC

Other

Transaction value
Shares
+42,738,750
Change %
Price
Shares after
42,738,750
Date
01 Apr 2026
Ownership
See footnotes
Underlying class
Class C Common Stock
Underlying amount
42,738,750
Exercise price
Footnotes
F4, F5, F6, F7
CWEN transaction Derivative

Class B Units of Clearway Energy LLC

Other

Transaction value
Shares
+42,738,750
Change %
Price
Shares after
42,738,750
Date
01 Apr 2026
Ownership
See footnotes
Underlying class
Class C Common Stock
Underlying amount
42,738,750
Exercise price
Footnotes
F4, F5, F6, F7
CWEN transaction Derivative

Class B Units of Clearway Energy LLC

Other

Transaction value
Shares
+42,738,750
Change %
Price
Shares after
42,738,750
Date
01 Apr 2026
Ownership
See footnotes
Underlying class
Class C Common Stock
Underlying amount
42,738,750
Exercise price
Footnotes
F4, F5, F6, F7
CWEN transaction Derivative

Class B Units of Clearway Energy LLC

Other

Transaction value
Shares
+42,738,750
Change %
Price
Shares after
42,738,750
Date
01 Apr 2026
Ownership
See footnotes
Underlying class
Class C Common Stock
Underlying amount
42,738,750
Exercise price
Footnotes
F4, F5, F6, F7
CWEN transaction Derivative

Class B Units of Clearway Energy LLC

Other

Transaction value
Shares
+42,738,750
Change %
Price
Shares after
42,738,750
Date
01 Apr 2026
Ownership
See footnotes
Underlying class
Class C Common Stock
Underlying amount
42,738,750
Exercise price
Footnotes
F4, F5, F6, F7
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 7 footnotes

Footnote F1

Pursuant to a Second Amended and Restated Exchange Agreement, dated as of October 28, 2024, among Clearway Energy, Inc. (the "Issuer"), Clearway Energy LLC and other parties thereto (the "Exchange Agreement"), the Class D Units of Clearway Energy LLC are exchangeable at any time for shares of the Issuer's Class C Common Stock on a one-for-one basis, subject to equitable adjustments for stock splits, stock dividends and reclassifications. Pursuant to the Exchange Agreement, as the holder exchanges the Class D Units for shares of Class C Common Stock, an equivalent number of shares of Class D Common Stock issued to the holder will automatically be canceled.

Footnote F2

Reflects the withholding of shares to satisfy tax withholding obligations in connection with the vesting of restricted stock of the Issuer previously granted by Clearway Energy Group LLC ("Clearway Energy Group") under its Long Term Equity Incentive Program to one or more of its employees.

Footnote F3

Reflects grant of shares of restricted stock of the Issuer granted by Clearway Energy Group under its Long Term Equity Incentive Program to one or more of its employees. The Reporting Person has agreed to voluntarily disgorge any profits deemed realized from such transactions to the Issuer.

Footnote F4

Pursuant to the Exchange Agreement, the Class B Units of Clearway Energy LLC were previously exchangeable at any time for shares of Class A Common Stock on a one-for-one basis, subject to equitable adjustments for stock splits, stock dividends and reclassifications. Pursuant to the Exchange Agreement, if the holder exchanged the Class B Units for shares of Class A Common Stock, an equivalent number of shares of Class B Common Stock issued to the holder would automatically be canceled.

Footnote F5

On April 1, 2026, the Issuer, Clearway Energy LLC and certain other parties entered into the Third Amended and Restated Exchange Agreement (the "Amended Exchange Agreement"), which amended and restated the Exchange Agreement. Pursuant to the Amended Exchange Agreement, the Class B Units of Clearway Energy LLC are exchangeable at any time for shares of Class C Common Stock (instead of Class A Common Stock) on a one-for-one basis, subject to equitable adjustments for stock splits, stock dividends and reclassifications. As the holder exchanges the Class B Units for shares of Class C Common Stock pursuant to the Amended Exchange Agreement, an equivalent number of shares of Class B Common Stock issued to the holder will automatically be canceled. This amendment and restatement did not involve any purchase or sale of Class B Units.

Footnote F6

The securities reported herein are held directly by Clearway Energy Group. GIP III Zephyr Acquisition Partners, L.P. ("Zephyr") is the sole member of Clearway Energy Group. Zephyr Holdings GP, LLC ("Zephyr GP") is the general partner of Zephyr.

Footnote F7

TotalEnergies Renewables USA, LLC holds 50% of the equity interests in Zephyr GP. TotalEnergies Holdings USA, Inc. is the sole shareholder of TotalEnergies Delaware, Inc., which is the sole member of TotalEnergies Renewables USA, LLC. TotalEnergies Gestion USA SARL, which is a direct wholly owned subsidiary of TotalEnergies SE, is the sole shareholder of TotalEnergies Holdings USA, Inc. Each of the foregoing entities is a "Reporting Person" and may be deemed to beneficially own the securities reported herein; however, each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. Solely for purposes of Section 16 of the Exchange Act, each Reporting Person may be deemed a "director by deputization".

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