Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) Resignation of Douglas Kimmelman and Decrease in the Number of Directors Constituting the Board of Directors

On November 8, 2021, Douglas Kimmelman notified the Board of Directors ("Board") of Sunnova Energy International Inc. (the "Company") that he had resigned from the Board effective as of November 8, 2021. Mr. Kimmelman's resignation from the Board was not due to any disagreement with the Company on any matter relating to the Company's operations, policies or practices. The Stockholders Agreement dated as of July 29, 2019, by and among the Company and certain of its stockholders provides nomination rights to the ECP Stockholders (as that term is defined therein) based on the collective percentage of the Company's issued and outstanding capital stock beneficially owned by the ECP Stockholders. Mr. Kimmelman's resignation is a result of the ECP Stockholders' beneficial ownership dropping below 10% but remaining above 5%, which entitles them to nominate one director. Previously, the ECP Stockholders had been entitled to nominate two directors based on their beneficial ownership. The foregoing is a summary only and does not purport to be a complete description of all of the terms, provisions, covenants, and agreements contained in the Stockholders Agreement, and is subject to and qualified in its entirety by reference to the full text of the Stockholders Agreement, which is filed as Exhibit 4.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on July 29, 2019.

In addition, effective November 8, 2021, the Board decreased the number of directors constituting the whole Board from ten to nine.

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