Killinger Elizabeth R's Form 4 filing
NRG Energy, Inc. (NRG) · filed Jan 4, 2022
- Accession no.
- 0001225208-22-000324
- Filed
- Jan 4, 2022
- Trade date
- Dec 21, 2021-Jan 3, 2022
- Filing delay
- 14 daysLate
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 9 non-derivative transactions and 3 derivative transactions. Open-market sales total $1.40M. It was filed 14 days after the trade, past the 2-business-day deadline.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Killinger Elizabeth RCIK 0001662519 | Officer (Exec VP, NRG Home) |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Dec 21, 2021 | Common Stock, par value $.01 per share | GGiftDisposed | −3,000 | $0.00 | $0 | 127,492 | Direct | |
| Jan 2, 2022 | Common Stock, par value $.01 per share | MOption exerciseAcquired | +12,825 | $0.00F1 | $0 | 140,317 | Direct | |
| Jan 2, 2022 | Common Stock, par value $.01 per share | AGrant or awardAcquired | +11,016 | $0.00F2 | $0 | 151,333 | Direct | |
| Jan 2, 2022 | Common Stock, par value $.01 per share | MOption exerciseAcquired | +944 | $0.00F4 | $0 | 152,277 | Direct | |
| Jan 2, 2022 | Common Stock, par value $.01 per share | FTax withholdingDisposed | −822 | $0.00F5 | $0 | 151,455 | Direct | |
| Jan 2, 2022 | Common Stock, par value $.01 per share | FTax withholdingDisposed | −830 | $0.00F7 | $0 | 150,625 | Direct | |
| Jan 2, 2022 | Common Stock, par value $.01 per share | FTax withholdingDisposed | −1,009 | $0.00F9 | $0 | 149,616 | Direct | |
| Jan 2, 2022 | Common Stock, par value $.01 per share | FTax withholdingDisposed | −3,471 | $0.00F11 | $0 | 146,145 | Direct | |
| Jan 3, 2022 | Common Stock, par value $.01 per share | SSaleDisposed | −33,000 | $42.53F12 | −$1,403,490 | 113,145 | Direct |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jan 2, 2022 | Common Stock, par value $.01 per share | MOption exerciseDisposed | −944 | $0.00 | $0 | 0 | Direct | |
| Jan 2, 2022 | Common Stock, par value $.01 per share | MOption exerciseDisposed | −12,825 | $0.00 | $0 | 0 | Direct | |
| Jan 2, 2022 | Common Stock, par value $.01 per share | AGrant or awardAcquired | +16,784 | $0.00 | $0 | 16,784 | Direct |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
The Reporting Person was issued 16,031 RPSUs by NRG under the LTIP on January 2, 2019 that vested on January 2, 2022. On the vesting date the Reporting Person was entitled to receive a maximum of 32,062 shares of Common Stock if the company achieved 100% increase in total shareholder return since the grant date (the "Maximum"), 16,031 shares of Common Stock if there is no change in total shareholder return since the grant date (the "Target") or 4,007 shares of Common Stock if there is a 25% decrease in total shareholder return since the grant date (the "Threshold"). The Reporting Person would not 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, 2022 the reporting person vested in 12,825 shares.
Referenced by the price of 1 transaction in Table I.
- F2
Represents Restricted Stock Units issued to the Reporting Person under NRG Energy, Inc.'s Amended and Restated Long-Term Incentive Plan ("LTIP").
Referenced by the price of 1 transaction in Table I.
- F4
In connection with the vesting of the RPSUs described above, an incremental 944 DERs vested. Dividend equivalent rights accrue on the Reporting Person's restricted stock units, market stock units orrelative performance stock units, which become exercisable proportionately with the restricted stock units, market 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.
Referenced by the price of 1 transaction in Table I.
- F5
On January 2, 2020, the Reporting Person was issued 9,594 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, 2022 3,195 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 822 shares of common stock to satisfy the grantee's tax withholding obligation.
Referenced by the price of 1 transaction in Table I.
- F7
On January 2, 2021, the Reporting Person was issued 9,913 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, 2022 3,301 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 830 shares of common stock to satisfy the grantee's tax withholding obligation.
Referenced by the price of 1 transaction in Table I.
- F9
On January 2, 2019, the Reporting Person was issued 9,483 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, 2022 3,168 shares vested. The Reporting Person elected to satisfy their tax obligation upon the exchange of common stock for RSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 1,009 shares of common stock to satisfy the grantee's tax withholding obligation.
Referenced by the price of 1 transaction in Table I.
- F11
In connection with the vesting of the RPSUs described above, an incremental 944 DERs vested. Dividend equivalent rights accrue on the Reporting Person's restricted stock units, market stock units orrelative performance stock units, which become exercisable proportionately with the restricted stock units, market stock units or relative performance stock units to which they relate and may only be settled inNRG common stock. Each dividend equivalent right is the economic equivalent of one share of NRG common stock.
Referenced by the price of 1 transaction in Table I.
- F12
This transaction was executed in multiple trades. The price reported reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
Referenced by the price of 1 transaction in Table I.