NRG ENERGY, INC. — Director's Dealing 2015

Jun 3, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NRG ENERGY, INC. (NRG)
CIK: 0001013871
Period of Report: 2015-06-01

Reporting Person: Silverstein Evan Jay (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-06-01	Common Stock, par value $.01 per share	A	5370	—	Acquired	35367	Direct

Footnotes

F1: Represents 5,370 Deferred Stock Units issued to the reporting person by NRG Energy, Inc. under NRG Energy, Inc.'s Amended and Restated Long-Term Incentive Plan.

F2: Each Deferred Stock Unit is equivalent in value to one share of NRG Energy, Inc.'s Common Stock, par value $.01 per share. The reporting person will receive from NRG Energy, Inc. one such share of Common Stock for each Deferred Stock Unit he owns upon termination of his service on NRG Energy, Inc.'s Board of Directors. The dividend equivalent rights accrued on the reporting person's deferred stock units which they have received. Each dividend equivalent right is the economic equivalent of one share of NRG common stock.

F3: Includes 422 dividend equivalent rights (DERs).