Killinger Elizabeth R

SEC source: 0001179110-19-000540 · edgar.xml · nonDerivative · entry 2

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 102,342

F3 · price: On January 4, 2018, Ms. Killinger was issued 79,596 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 4, 2019, 26,532 shares vested. Ms. Killinger elected to satisfy her 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 9,587 shares of common stock to satisfy the grantee's tax withholding obligation.

F4 · balance_after: In connection with the vesting of the RSUs described above, 820 DERs vested. Dividend equivalent rights accrue on the reporting person's restricted stock units, market stock units or relative 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.

SEC source: 0001179110-19-000540 · edgar.xml · nonDerivative · entry 1

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 111,929

F1 · price: On January 3, 2017, Ms. Killinger was issued 27,855 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 3, 2019, 9,295 shares vested. Ms. Killinger elected to satisfy her 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 2,280 shares of common stock to satisfy the grantee's tax withholding obligation.

F2 · balance_after: In connection with the vesting of the RSUs described above, 92 DERs vested. Dividend equivalent rights accrue on the reporting person's restricted stock units, market stock units or relative 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.

SEC source: 0001179110-19-000450 · edgar.xml · derivative · entry 3

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 16,031

Underlying: Common Stock, par value $.01 per share · 32,062 shares

Expires 2022-01-02

F5 · derivative.exercise_price: The Reporting Person was issued 16,031 Relative Performance Stock Units ("RPSUs") by NRG Energy, Inc. under the LTIP on January 2, 2019. The RPSUs will convert to shares of NRG Common Stock on January 2, 2022 only in the event the Company has achieved a certain level of total shareholder return ("TSR") relative to the Peer Group (defined below) over a three-year performance period. The number of shares of Common Stock that the Reporting Person may receive is interpolated for TSR falling between Threshold, Target, and Maximum levels as described below.

F6 · derivative.underlying_shares: Reporting Person will receive (i) a maximum of 32,062 shares of Common Stock if Company's TSR is ranked at or above the 75th percentile relative to a peer group of companies approved by the Company's Compensation Committee (the "Peer Group") for the performance period (the "Maximum"); (ii) 16,031 shares of Common Stock if Company's TSR is ranked at the 55th percentile relative to the Peer Group for the performance period (the "Target"); provided, however, if TSR is less than negative fifteen percent (-15%), the Company's TSR must be ranked at the 65th percentile relative to the Peer Group for the performance period to receive the Target award; or (iii) 4,007 shares of Common Stock if Company's TSR is ranked at the 25th percentile relative to the Peer Group for the performance period (the "Threshold"). The Reporting Person will not receive any shares of Common Stock if Company's TSR is below the 25th percentile relative to the Peer Group for the performance period.

F7 · derivative.underlying_shares: The Maximum award that the Reporting Person will receive shall not exceed six (6) times the fair market value of the Target award, determined as of the date of grant.

SEC source: 0001179110-19-000450 · edgar.xml · nonDerivative · entry 2

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 114,209

F3 · price: On January 2, 2018, Ms. Killinger was issued 12,118 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, 2019, 4,035 shares vested. Ms. Killinger elected to satisfy her 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 1,133 shares of common stock to satisfy the grantee's tax withholding obligation.

F4 · balance_after: In connection with the vesting of the RSUs described above, 15 DERs vested, resulting in the reporting person holding 2,885 dividend equivalent rights in the aggregate. Dividend equivalent rights accrue on the reporting person's restricted stock units, market stock units or relative 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.

SEC source: 0001179110-19-000450 · edgar.xml · nonDerivative · entry 1

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 115,342

F1 · shares: Represents Restricted Stock Units issued to the Reporting Person under NRG Energy, Inc.'s Amended and Restated Long-Term Incentive Plan ("LTIP").

F2 · price: Each RSU is equivalent in value to one share of NRG's Common Stock, par value $.01 per share. The Reporting Person will receive from NRG one such share of Common Stock for each RSU that will vest ratably over a three year period beginning on the first anniversary of the date of grant.

SEC source: 0001179110-18-012575 · edgar.xml · nonDerivative · entry 1

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 105,859

F1 · price: 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 NRG common stock. Each dividend equivalent right is the economic equivalent of one share of NRG common stock.

F2 · balance_after: Includes 2,870 Dividend Equivalent Rights.

SEC source: 0001179110-18-011455 · edgar.xml · nonDerivative · entry 2

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 105,725

SEC source: 0001179110-18-011455 · edgar.xml · nonDerivative · entry 1

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 106,125

SEC source: 0001179110-18-010234 · edgar.xml · nonDerivative · entry 1

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 130,725

F1 · price: 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 NRG common stock. Each dividend equivalent right is the economic equivalent of one share of NRG common stock.

F2 · balance_after: Includes 2,736 Dividend Equivalent Rights.

F3 · balance_after: Reflects a de minimus adjustment to the number of dividend equivalent rights (DERs) by 2 DERs as a result of rounding fractional shares.

SEC source: 0001179110-18-006156 · edgar.xml · nonDerivative · entry 1

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 130,568

F1 · price: Represents dividend equivalent rights accrued on the Reporting Person's restricted stock units, market stock units or relative 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.

F2 · balance_after: Includes 2,581 dividend equivalent rights.

SEC source: 0001179110-18-001553 · edgar.xml · nonDerivative · entry 1

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 130,406

F1 · price: Represents dividend equivalent rights accrued on the Reporting Person's restricted stock units, market stock units or relative 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.

F2 · balance_after: Includes 2,419 dividend equivalent rights.

SEC source: 0001179110-18-000639 · edgar.xml · nonDerivative · entry 1

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 130,219

F1 · price: On January 3, 2017 Ms. Killinger was issued 27,914 Restricted Stock Units ("RSUs") by NRG Energy, Inc. under NRG's Long Term Incentive Plan ("LTIP"). Each RSU is equivalent in value to one share of NRG's Common Stock, par value $.01. On January 3, 2018, 9,295 shares vested. Ms. Killinger elected to satisfy her 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 3,923 shares of common stock to satisfy the grantee's tax withholding obligation.

F2 · balance_after: 56 DERs converted in NRG common stock in connection with the vesting of the RSUs described above. Following these transactions, the reporting person holds 2,232 DERs in the aggregate. Dividend equivalent rights accrue on the reporting person's restricted stock units or market stock units which become exercisable proportionately with the restricted stock units or market 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.

SEC source: 0001179110-18-000525 · edgar.xml · derivative · entry 6

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock, par value $.01 per share · 39,788 shares

Expires 2018-01-02

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: The Reporting Person was issued 19,894 Market Stock Units by NRG under the LTIP on January 2, 2015 that vested on January 2, 2018. On the vesting date the Reporting Person was entitled to receive a maximum of 39,788 shares of Common Stock if the company achieved 100% increase in total shareholder return since the grant date (the "Maximum"), 19,894 shares of Common Stock if there is no change in total shareholder return since the grant date (the "Target"), or 14,921 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 of Common Stock that the Reporting Person could have received is interpolated for total shareholder return falling between Threshold, Target and Maximum levels. On January 2, 2018 she vested in 21,517 shares.

SEC source: 0001179110-18-000525 · edgar.xml · derivative · entry 5

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 19,878

Underlying: Common Stock, par value $.01 per share · 39,756 shares

Expires 2021-01-02

F9 · derivative.exercise_price: The Reporting Person was issued 19,878 Relative Performance Stock Units ("RPSUs") by NRG Energy, Inc. under the LTIP on January 2, 2018. The RPSUs will convert to shares of NRG Common Stock on January 2, 2021 only in the event the Company has achieved a certain level of total shareholder return ("TSR") relative to the Peer Group (defined below) over a three-year performance period. The number of shares of Common Stock that the Reporting Person may receive is interpolated for TSR falling between Threshold, Target, and Maximum levels as described below.

F10 · derivative.underlying_shares: Reporting Person will receive (i) a maximum of 39,756 shares of Common Stock if Company's TSR is ranked at or above the 75th percentile relative to a peer group of companies approved by the Company's Compensation Committee (the "Peer Group") for the performance period (the "Maximum"); (ii) 19,878 shares of Common Stock if Company's TSR is ranked at the 55th percentile relative to the Peer Group for the performance period (the "Target"); provided, however, if TSR is less than negative fifteen percent (-15%), the Company's TSR must be ranked at the 65th percentile relative to the Peer Group for the performance period to receive the Target award; or (iii) 4,970 shares of Common Stock if Company's TSR is ranked at the 25th percentile relative to the Peer Group for the performance period (the "Threshold"). The Reporting Person will not receive any shares of Common Stock if Company's TSR is below the 25th percentile relative to the Peer Group for the performance period.

F11 · derivative.underlying_shares: The Maximum award that the Reporting Person will receive shall not exceed six (6) times the fair market value of the Target award, determined as of the date of grant.

SEC source: 0001179110-18-000525 · edgar.xml · nonDerivative · entry 4

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 134,142

F7 · price: On January 2, 2015, Ms. Killinger was issued 10,800 Restricted Stock Units ("RSUs") by NRG Energy, Inc. under the LTIP. Each RSU is equivalent in value to one share of NRG's Common Stock, par value $.01. On January 2, 2018, 10,800 shares vested. Ms. Killinger elected to satisfy her 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 is being filed to reflect the surrender of 4,788 shares of common stock to satisfy the grantee's tax withholding obligation.

F8 · balance_after: In connection with the vesting of the RSUs described above, 614 DERs vested, resulting in the reporting person holding 2,288 dividend equivalent rights in the aggregate. Dividend equivalent rights accrue on the reporting person's restricted stock units, market stock units or relative 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.

SEC source: 0001179110-18-000525 · edgar.xml · nonDerivative · entry 3

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 138,930

F5 · price: The Reporting Person elected to satisfy his tax withholding obligation upon the exchange of common stock for MSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 9,717 shares of common stock to satisfy the grantee's tax withholding obligation.

F6 · balance_after: In connection with the vesting of the MSUs described above, 1,224 DERs vested, resulting in the reporting person holding 2,902 dividend equivalent rights in the aggregate. Dividend equivalent rights accrue on the reporting person's restricted stock units, market stock units or relative 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.

SEC source: 0001179110-18-000525 · edgar.xml · nonDerivative · entry 2

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 148,647

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · price: The Reporting Person was issued 19,894 Market Stock Units by NRG under the LTIP on January 2, 2015 that vested on January 2, 2018. On the vesting date the Reporting Person was entitled to receive a maximum of 39,788 shares of Common Stock if the company achieved 100% increase in total shareholder return since the grant date (the "Maximum"), 19,894 shares of Common Stock if there is no change in total shareholder return since the grant date (the "Target"), or 14,921 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 of Common Stock that the Reporting Person could have received is interpolated for total shareholder return falling between Threshold, Target and Maximum levels. On January 2, 2018 she vested in 21,517 shares.

F4 · balance_after: In connection with the vesting of the MSUs described above, an incremental 92 DERs vested, resulting in the reporting person holding 4,126 dividend equivalent rights in the aggregate. Dividend equivalent rights accrue on the reporting person's restricted stock units, market stock units or relative 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.

SEC source: 0001179110-18-000525 · edgar.xml · nonDerivative · entry 1

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 127,038

F1 · shares: Represents Restricted Stock Units issued to the Reporting Person under NRG Energy, Inc.'s Amended and Restated Long-Term Incentive Plan ("LTIP").

F2 · price: Each RSU is equivalent in value to one share of NRG's Common Stock, par value $.01 per share. The Reporting Person will receive from NRG one such share of Common Stock for each RSU that will vest ratably over a three year period beginning on the first anniversary of the date of grant.

SEC source: 0001179110-17-013720 · edgar.xml · nonDerivative · entry 1

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 114,920

F1 · price: Represents dividend equivalent rights accrued on the Reporting Person's restricted stock units, market stock units or relative performance stock units, which becomes 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.

F2 · balance_after: Reflects a de minimus adjustment to the number of dividend equivalent rights (DERs) by 3 DERs as a result of rounding fractional shares, resulting in the Reporting Person holding 4,034 shares in the aggregate.

SEC source: 0001179110-17-011096 · edgar.xml · nonDerivative · entry 1

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 114,706

F1 · price: Represents dividend equivalent rights accrued on the Reporting Person's restricted stock units, market stock units or relative performance stock units, which becomes 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.

F2 · balance_after: Includes 3821 dividend equivalent rights.

F3 · balance_after: Includes 244 shares acquired under NRG Energy, Inc.'s Employee Stock Purchase Plan since the Reporting Person's last filing.

SEC source: 0001179110-17-006550 · edgar.xml · nonDerivative · entry 1

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 114,249

F1 · price: Represents dividend equivalent rights accrued on the Reporting Person's restricted stock units, market stock units or relative performance stock units, which becomes 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.

F2 · balance_after: Includes 3608 dividend equivalent rights.

SEC source: 0001179110-17-001735 · edgar.xml · nonDerivative · entry 1

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 113,936

F1 · price: Represents dividend equivalent rights accrued on the Reporting Person's restricted stock units, market stock units or relative performance stock units, which becomes 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.

F2 · balance_after: Includes the conversion of 469 dividend equivalent rights ("DERs") in NRG common stock in connection with the vesting of the Restricted Stock Units issued to Reporting Person under NRG Energy, Inc.'s Long Term Incentive Plan ("LTIP") resulting in the Reporting Person holding 3295 DERs in the aggregate.

SEC source: 0001179110-17-000560 · edgar.xml · derivative · entry 2

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 43,814

Underlying: Common Stock, par value, $.01 per share · 87,628 shares

Expires 2020-01-03

F4 · derivative.exercise_price: The Reporting Person was issued 43,814 Relative Performance Stock Units ("RPSUs") by NRG under the LTIP on January 3, 2017. The RPSUs will convert to shares of NRG Common Stock on January 3, 2020 only in the event the Company has achieved a certain level of total shareholder return ("TSR") relative to the Peer Group (defined below) over a three-year performance period. The number of shares of Common Stock that the Reporting Person may receive is interpolated for TSR falling between Threshold, Target, and Maximum levels as described below.

F5 · derivative.underlying_shares: The Reporting Person will receive (i) a maximum of 87,628 shares of Common Stock if the Company's TSR is ranked at or above the 75th percentile relative to a peer group of companies approved by the Company's Compensation Committee (the "Peer Group") for the performance period (the "Maximum"); (ii) 43,814 shares of Common Stock if the Company's TSR is ranked at the 55th percentile relative to the Peer Group for the performance period (the "Target"); provided, however, if TSR is less than negative fifteen percent (-15%), the Company's TSR must be ranked at the 65th percentile relative to the Peer Group for the performance period to receive the Target award; or (iii) 10,953 shares of Common Stock if the Company's TSR is ranked at the 25th percentile relative to the Peer Group for the performance period (the "Threshold"). The Reporting Person will not receive any shares of Common Stock if the Company's TSR is below the 25th percentile relative to the Peer Group for the performance period.

SEC source: 0001179110-17-000560 · edgar.xml · nonDerivative · entry 1

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 113,617

F1 · shares: Represents Restricted Stock Units ("RSUs") issued to Reporting Person under NRG Energy, Inc.'s Amended and Restated Long Term Incentive Plan ("LTIP").

F2 · price: Each RSU is equivalent in value to one share of NRG's Common Stock, par value $.01 per share.

F3 · balance_after: The Reporting Person will receive from NRG one such share of Common Stock for each RSU that will vest ratably over a three year period beginning on the first anniversary of the date of grant.

SEC source: 0001179110-17-000434 · edgar.xml · derivative · entry 5

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock, par value, $.01 per share · 22,088 shares

Expires 2017-01-02

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · derivative.exercise_price: Ms. Killinger was issued 11,044 Market Stock Units ("MSUs") by NRG under the LTIP on January 2, 2014 that vested on January 2, 2017. On the vesting date, she was entitled to receive a maximum of 22,088 shares of Common Stock if the Company has achieved a 100% increase in total shareholder return since the grant date (the "Maximum"); 11,044 shares of Common Stock if there is no change in total shareholder return since the grant date (the "Target"), or 8,283 shares of Common Stock if there is a 25% decrease in total shareholder return since the grant date (the "Threshold"). The number of shares of Common Stock that Ms. Killinger may receive is interpolated for total shareholder return falling between Threshold, Target, and Maximum levels. On January 2, 2017, Ms. Killinger did not receive any shares.

SEC source: 0001179110-17-000434 · edgar.xml · nonDerivative · entry 4

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 85,703

F2 · price: On January 2, 2014, Ms. Killinger was issued 6,062 Restricted Stock Units ("RSUs") by NRG Energy, Inc. under NRG's Long Term Incentive Plan ("LTIP"). Each RSU is equivalent in value to one share of NRG's Common Stock, par value $.01. On January 2, 2017, 6,062 shares vested. Ms. Killinger elected to satisfy her 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 is being filed to reflect the surrender of 3,062 shares of common stock to satisfy the grantee's tax withholding obligation.

F3 · balance_after: Reflects a reduction of 764 dividend equivalent rights ("DERs") that were forfeited upon the vesting of the Market Stock Units described in Table II. In addition, 419 DERs converted in NRG common stock in connection with the vesting of the RSUs described above. Following these transactions, the reporting person holds 3,445 DERs in the aggregate. Dividend equivalent rights accrue on the reporting person's restricted stock units or market stock units, which become exercisable proportionately with the restricted stock units or market 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.Reflects a de minimus adjustment to the number of shares of common stock by 1 share as a result of rounding fractional shares acquired under the dividend reinvestment feature in a brokerage account that has been suspended.

F4 · balance_after: Includes 244 shares acquired under NRG Energy, Inc.'s Employee Stock Purchase Plan since the Reporting Person's last filing.

SEC source: 0001179110-16-031205 · edgar.xml · nonDerivative · entry 1

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 88,663

F1 · price: Represents dividend equivalent rights accrued on the Reporting Person's restricted stock units or market stock units, which becomes exercisable proportionately with the restricted stock units or market 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.

F2 · balance_after: Reflects a de minimus adjustment to the number of dividend equivalent rights (DERs) by 2 DERs as a result of rounding fractional shares, resulting in the Reporting Person holding 4628 DERs in the aggregate.

F3 · balance_after: Reflects a de minimus adjustment to the number of shares of NRG common stock by 1 share as a result of rounding fractional shares acquired under NRG Energy, Inc.'s Employee Stock Purchase Plan.

SEC source: 0001179110-17-000434 · edgar.xml · nonDerivative · entry 3

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 89,284

F1 · kind: The purchase was pursuant to dividend reinvestment feature in a brokerage account that has been suspended.

SEC source: 0001179110-17-000434 · edgar.xml · nonDerivative · entry 2

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 89,204

F1 · kind: The purchase was pursuant to dividend reinvestment feature in a brokerage account that has been suspended.

SEC source: 0001179110-17-000434 · edgar.xml · nonDerivative · entry 1

Killinger Elizabeth R · CIK 0001662519 · EVP & President, NRG Retail

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 89,140

F1 · kind: The purchase was pursuant to dividend reinvestment feature in a brokerage account that has been suspended.