Sec Form 4 Filing - R/C Renewable Energy GP II, L.L.C. @ Pattern Energy Group Inc. - 2014-05-08

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person R/C Renewable Energy GP II, L.L.C. 2. Issuer Name and Ticker or Trading Symbol Pattern Energy Group Inc. [ PEGI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 712 FIFTH AVENUE, 36TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 05/08/2014 (Street) NEW YORK, NY10019 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock 05/08/2014 S 7,551,948 D $ 27.75 9,309,151 I See footnotes ( 1 ) ( 2 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other R/C Renewable Energy GP II, L.L.C. 712 FIFTH AVENUE, 36TH FLOOR NEW YORK, NY10019 X Pattern Energy Group Holdings LP PIER 1, BAY 3 SAN FRANCISCO, CA94129 X Pattern Energy GP, LLC PIER 1, BAY 3 SAN FRANCISCO, CA94129 X Pattern Energy Group LP PIER 1, BAY 3 SAN FRANCISCO, CA94129 X Pattern Renewables GP LLC PIER 1, BAY 3 SAN FRANCISCO, CA94129 X Pattern Renewables LP PIER 1, BAY 3 SAN FRANCISCO, CA94129 X Riverstone/Carlyle Renewable Energy Grant GP, L.L.C. 712 FIFTH AVENUE, 36TH FLOOR NEW YORK, NY10019 X R/C Wind II LP 712 FIFTH AVENUE, 36TH FLOOR NEW YORK, NY10019 X Pattern Energy Group Holdings GP LLC 712 FIFTH AVENUE, 36TH FLOOR NEW YORK, NY10019 X Signatures R/C Renewable Energy GP II, LLC, By: /s/ Thomas J. Walker, Title: Authorized Person 05/12/2014 Signature of Reporting Person Date Riverstone/Carlyle Renewable Energy Grant GP, L.L.C., By: /s/ Thomas J. Walker, Title: Authorized Person 05/12/2014 Signature of Reporting Person Date R/C Wind II LP, By: /s/ Thomas J. Walker, Title: Authorized Person 05/12/2014 Signature of Reporting Person Date Pattern Energy Group Holdings GP LLC, By: /s/ Daniel M. Elkort, Title: Authorized Person 05/12/2014 Signature of Reporting Person Date Pattern Energy Group Holdings LP, By: /s/ Daniel M. Elkort, Title: Authorized Person 05/12/2014 Signature of Reporting Person Date Pattern Energy GP, LLC, By: /s/ Daniel M. Elkort, Title: Authorized Person 05/12/2014 Signature of Reporting Person Date Pattern Energy Group LP, By: /s/ Daniel M. Elkort, Title: Authorized Person 05/12/2014 Signature of Reporting Person Date Pattern Renewables GP LLC, By: /s/ Daniel M. Elkort, Title: Authorized Person 05/12/2014 Signature of Reporting Person Date Pattern Renewables LP, By: /s/ Daniel M. Elkort, Title: Authorized Person 05/12/2014 Signature of Reporting Person Date

Explanation of Responses:

( 1 )By Pattern Renewables LP. Pattern Renewables GP LLC is the general partner of Pattern Renewables LP. Pattern Energy Group LP is the sole member of Pattern Renewables GP LLC. Pattern Energy GP, LLC is the general partner of Pattern Energy Group LP. Pattern Energy Group Holdings LP is the managing member of Pattern Energy GP, LLC. Pattern Energy Group Holdings GP LLC is the general partner of Pattern Energy Group Holdings LP. R/C Wind II LP is the managing member of Pattern Energy Group Holdings GP LLC. Riverstone/Carlyle Renewable Energy Grant GP, L.L.C. is the general partner of R/C Wind II LP. R/C Renewable Energy GP II, LLC is the managing member of Riverstone/Carlyle Renewable Energy Grant GP, L.L.C. ( 2 )R/C Renewable Energy GP II, LLC is managed by an eight-person investment committee. Pierre F. Lapeyre, Jr., David M. Leuschen, Ralph C. Alexander, Lord John Browne, Michael B. Hoffman, Stephen J. Schaefer, Daniel A. D'Aniello and Edward J. Mathias, as the members of the investment committee of R/C Renewable Energy GP II, LLC, may be deemed to share beneficial ownership of the shares beneficially owned by R/C Wind II LP. Such individuals expressly disclaim any such beneficial ownership.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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