UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 14A

 

Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No.     )

 

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Definitive Proxy Statement

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Soliciting Material under §240.14a-12

 

Clearway Energy, Inc.

(Name of Registrant as Specified In Its Charter)

 

 

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*** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to Be Held on May 1, 2019. CLEARWAY ENERGY, INC. You are receiving this communication because you hold shares in the company named above. This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of CLEARWAY ENERGY, INC. C/O OFFICE OF GENERAL COUNSEL 300 CARNEGIE CENTER SUITE 300 PRINCETON, NJ 08540 the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). We encourage you to access and review all of the important information contained in the proxy materials before voting. proxy materials and voting instructions. E58745-P18064 See the reverse side of this notice to obtain Meeting Information Meeting Type:Annual Meeting For holders as of:March 4, 2019 Date: May 1, 2019Time: 9:00 AM EDT Location: Hyatt Regency Princeton 102 Carnegie Center Princeton, NJ 08540

 

Before You Vote How to Access the Proxy Materials Have the information that is printed in the box marked by the arrow XXXX XXXX XXXX XXXX (located on the by the arrow XXXX XXXX XXXX XXXX (located on the following page) in the subject line. How To Vote Please Choose One of the Following Voting Methods marked by the arrow XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions. E58746-P18064 Vote In Person: Many stockholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares. Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card. Proxy Materials Available to VIEW or RECEIVE: NOTICE AND PROXY STATEMENTANNUAL REPORT How to View Online: following page) and visit: www.proxyvote .com. How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL*: sendmaterial@proxyvote.com * If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 17, 2019 to facilitate timely delivery.

 

The Board of Directors recommends a vote FOR all the nominees listed. 1. Election of Directors: Nominees: 01) Christopher S. Sotos 02) Nathaniel Anschuetz 03) Scott Stanley 04) Ferrell P. McClean 05) Daniel B. More 06) Jonathan Bram 07) Bruce MacLennan 08) E. Stanley O'Neal 09) Brian R. Ford If stockholders approve Proposal 2, the directors, if elected, will be classified into two classes with staggered terms of one or two years initially, followed by two-year terms, as described in the proxy statement. If stockholders do not approve Proposal 2, each director, if elected, will serve a one-year term. The Board of Directors recommends you vote FOR Proposals 2 and 3. 2. To approve the amendment and restatement of Clearway Energy, Inc.’s restated certificate of incorporation to classify the Board of Directors into two classes with staggered terms, allow stockholders to remove a director only for cause, and make other technical changes. To approve, on a non-binding advisory basis, Clearway Energy, Inc.'s executive compensation. 3. NOTE: Such other business as may properly come before the meeting or any adjournment thereof. E58747-P18064 Voting Items

 

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