Item 1.01 Entry Into a Material Definitive Agreement.

Fifteenth Supplemental Indenture

On December 23, 2020, Clearway Energy Operating LLC ("Clearway Operating LLC"), a subsidiary of Clearway Energy LLC ("Clearway LLC"), the guarantors currently party to the 2026 Notes Indenture (defined below), Rosamond Solar Holdco LLC, Langford Holding LLC, and Daggett Solar Holdco LLC (each of the foregoing entities, collectively the "Guaranteeing Subsidiaries") and Delaware Trust Company (as successor in interest to Law Debenture Trust Company of New York), as trustee (the "Trustee"), entered into the fifteenth supplemental indenture (the "Fifteenth Supplemental Indenture"), supplementing the indenture, dated as of August 18, 2016 (as amended or supplemented to the date hereof, the "2026 Notes Indenture"), by and among Clearway Operating LLC, the guarantors party thereto and the Trustee, pursuant to which Clearway Operating LLC issued $350,000,000 in aggregate principal amount of its 5.000% Senior Notes due 2026 (the "2026 Notes"). Pursuant to the Fifteenth Supplemental Indenture, the Guaranteeing Subsidiaries became guarantors of Clearway Operating LLC's obligations under the 2026 Notes. Each of Clearway Operating LLC, Clearway LLC and the Guaranteeing Subsidiaries are subsidiaries of Clearway Energy, Inc.

The foregoing description of the Fifteenth Supplemental Indenture does not purport to be complete and is qualified in its entirety by reference to the Fifteenth Supplemental Indenture, which is attached as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Eleventh Supplemental Indenture

On December 23, 2020, Clearway Operating LLC, the guarantors currently party to the 2025 Notes Indenture (defined below), the Guaranteeing Subsidiaries and the Trustee also entered into the eleventh supplemental indenture (the "Eleventh Supplemental Indenture"), supplementing the indenture, dated as of October 1, 2018 (as amended or supplemented to the date hereof, the "2025 Notes Indenture"), by and among Clearway Operating LLC, the guarantors party thereto and the Trustee, pursuant to which Clearway Operating LLC issued $600,000,000 in aggregate principal amount of its 5.750% Senior Notes due 2025 (the "2025 Notes"). Pursuant to the Eleventh Supplemental Indenture, the Guaranteeing Subsidiaries became guarantors of Clearway Operating LLC's obligations under the 2025 Notes.

The foregoing description of the Eleventh Supplemental Indenture does not purport to be complete and is qualified in its entirety by reference to the Eleventh Supplemental Indenture, which is attached as Exhibit 4.2 to this Current Report on Form 8-K and is incorporated by reference herein.

Seventh Supplemental Indenture

On December 23, 2020, Clearway Operating LLC, the guarantors currently party to the 2028 Notes Indenture (defined below), the Guaranteeing Subsidiaries and the Trustee also entered into the seventh supplemental indenture (the "Seventh Supplemental Indenture"), supplementing the indenture, dated as of December 11, 2019 (as amended or supplemented to the date hereof, the "2028 Notes Indenture"), by and among Clearway Operating LLC, the guarantors party thereto and the Trustee, pursuant to which Clearway Operating LLC issued $850,000,000 in aggregate principal amount of its 4.750% Senior Notes due 2028 (the "2028 Notes"). Pursuant to the Seventh Supplemental Indenture, the Guaranteeing Subsidiaries became guarantors of Clearway Operating LLC's obligations under the 2028 Notes.

The foregoing description of the Seventh Supplemental Indenture does not purport to be complete and is qualified in its entirety by reference to the Seventh Supplemental Indenture, which is attached as Exhibit 4.3 to this Current Report on Form 8-K and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits





 (d) Exhibits




Exhibit No.                                   Document

    4.1         Fifteenth Supplemental Indenture, dated as of December 23, 2020, among
              Clearway Energy Operating LLC, the guarantors named therein and Delaware
              Trust Company (as successor in interest to Law Debenture Trust Company
              of New York).
    4.2         Eleventh Supplemental Indenture, dated as of December 23, 2020, among
              Clearway Energy Operating LLC, the guarantors named therein and Delaware
              Trust Company.
    4.3         Seventh Supplemental Indenture, dated as of December 23, 2020, among
              Clearway Energy Operating LLC, the guarantors named therein and Delaware
              Trust Company.
    104       Cover Page Interactive Data File (formatted as inline XBRL and contained
              in Exhibit 101)




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