Sec Form 4 Filing - Moser Christopher @ NRG ENERGY, INC. - 2018-01-03

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 Moser Christopher 2. Issuer Name and Ticker or Trading Symbol NRG ENERGY, INC. [ NRG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Exec Vice Pres, Operations (Last) (First) (Middle) NRG ENERGY, INC., 804 CARNEGIE CENTER 3. Date of Earliest Transaction (MM/DD/YY) 01/03/2018 (Street) PRINCETON, NJ08540 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 Common Stock, par value $.01 per share 01/03/2019 F 1,540 D 67,860 ( 2 ) D Common Stock, par value $.01 per share 01/04/2019 F 5,852 D 62,008 ( 4 ) D Common Stock, par value $.01 per share 01/04/2019 M 49,812 A 111,820 ( 6 ) D Common Stock, par value $.01 per share 01/04/2019 M 1,539 A 113,359 D Common Stock, par value $.01 per share 01/04/2019 F 21,783 D 91,576 ( 8 ) D Common Stock, par value $.01 per share 01/04/2019 A 14,200 A $ 19.83 105,776 D Common Stock, par value $.01 per share 01/04/2019 A 6,100 A $ 20.86 111,876 D Common Stock, par value $.01 per share 01/04/2019 S 16,925 D $ 38.51 ( 8 ) 94,951 D Common Stock, par value $.01 per share 01/04/2019 S 17,371 D $ 37.96 ( 9 ) 77,580 ( 10 ) D

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 Market Stock Units ( 5 ) 01/04/2019 M 49,812 01/04/2019 01/04/2019 Common Stock, par value $.01 per share 24,906 $ 0 0 D Employee Stock Option (right to buy) $ 19.83 01/04/2019 M 14,200 01/03/2011 01/03/2021 Common Stock, par value $.01 per share 14,200 $ 0 0 D Dividend Equivalent Rights ( 6 ) 01/04/2019 M 1,539 ( 6 ) 01/04/2019 Common Stock, par value $.01 per share 1,539 ( 6 ) 0 D Employee Stock Option (right to buy) $ 20.86 01/04/2018 M 6,100 10/15/2010 01/04/2020 Common Stock, par value $.01 per share 16,700 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Moser Christopher NRG ENERGY, INC. 804 CARNEGIE CENTER PRINCETON, NJ08540 Exec Vice Pres, Operations Signatures /s/Christine Zoino, by Power of Attorney 01/07/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On January 3, 2017, Mr. Moser was issued 16,752 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, 5,584 shares vested. Mr. Moser elected to satisfy his 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 1,540 shares of common stock to satisfy the grantee's tax withholding obligation. ( 2 )In connection with the vesting of the RSUs described above, 55 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. ( 3 )On January 4, 2018, Mr. Moser was issued 46,986 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, 15,662 shares vested. Mr. Moser elected to satisfy his 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 5,852 shares of common stock to satisfy the grantee's tax withholding obligation. ( 4 )In connection with the vesting of the RSUs described above, 484 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. ( 5 )The Reporting Person was issued 24,906 Market Stock Units by NRG under the LTIP on January 4, 2016 that vested on January 4, 2019. On the vesting date the Reporting Pers on was entitled to receive a maximum of 49,812 shares of Common Stock if the company achieved 100% increase in total shareholder return since the grant date (the "Maximum"), 24,906 shares of Common Stock if there is no change in total shareholder return since the grant date (the "Target") or 18,679 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 that the Reporting Person could have received in interpolated for total shareholder return fall between Threshold, Target and Maximum levels. On January 4, 2019 he vested in 49,812 shares. ( 6 )In connection with the vesting of the MSUs described above, an incremental 1,539 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. ( 7 )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 21,783 shares of common stock to satisfy the grantee's tax withholding obligation. ( 8 )This transaction was executed in multiple trades at prices ranging from $37.93 to $38.88. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. This transaction also reflects the reporting person's sale of shares to cover the exercise price and tax obligation related to the exercise of the employee stock option. ( 9 )The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 17, 2018. ( 10 )Includes 1,196 DERs.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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