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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MCCLEAN FERRELL P NRG YIELD, INC. 211 CARNEGIE CENTER PRINCETON, NJ 08540 |
X |
/s/ Brian Curci, by Power of Attorney | 06/03/2015 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Shares of Class C Common Stock were acquired through a stock split pursuant to the recapitalization of the Issuer on May 14, 2015, whereby each issued and outstanding share of Class A Common Stock was split into one share of Class A Common Stock and one share of Class C Common Stock. |
(2) | Represents 5,902 Deferred Stock Units issued to the reporting person by NRG Yield, Inc. under NRG Yield, Inc.'s Amended and Restated Equity Incentive Plan. |
(3) | Each Deferred Stock Unit is equivalent in value to one share of NRG Yield, Inc.'s Class C Common Stock, par value $.01 per share. The reporting person will receive from NRG Yield, Inc. one such share of Class C Common Stock for each Deferred Stock Unit he/she owns upon termination of his/her service on NRG Yield, Inc.'s Board of Directors. The dividend equivalent rights accrued on the reporting person's Deferred Stock Units which they have received. Each dividend equivalent right is the economic equivalent of one share of the Class C Common Stock of NRG Yield, Inc. |
(4) | Represents dividend equivalent rights accrued on the reporting person's Deferred Stock Units, which become exercisable proportionately with the Deferred Stock Units to which they relate and may only be settled in Class A or Class C Common Stock of NRG Yield, Inc. as determined by the Deferred Stock Unit to which they relate. |
(5) | Includes 844 dividend equivalent rights that may only be settled in Class C Common Stock. |
(6) | Includes 803 dividend equivalent rights that may only be settled in Class A Common Stock. |