Sec Form 4 Filing - Berger William J @ Sunnova Energy International Inc. - 2020-11-05

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 Berger William J 2. Issuer Name and Ticker or Trading Symbol Sunnova Energy International Inc. [ NOVA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) See Remarks (Last) (First) (Middle) 20 EAST GREENWAY PLAZA,, SUITE 540 3. Date of Earliest Transaction (MM/DD/YY) 11/05/2020 (Street) HOUSTON, TX77046 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 07/29/2022 M 119,047 A $ 0( 1 ) 500,798( 2 )( 3 )( 4 ) D Common Stock 08/01/2022 S 48,250( 5 ) D $ 24.6153 452,548 D Common Stock 08/01/2022 S 1,405( 5 ) D $ 23.4101 451,143 D Common Stock 08/01/2022 S 1( 5 ) D $ 25.9945 451,142 D Common Stock 11/05/2020 G 129( 6 ) D $ 0 0( 3 ) I See Footnote( 7 ) Common Stock 12/29/2020 G 12,000( 6 ) D $ 0 0( 3 ) I See Footnote( 7 ) Common Stock 24,100( 4 ) I See Footnote( 8 ) Common Stock 7,471 I See Footnote( 9 )

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 Restricted Stock Units ( 1 ) 07/29/2022 M 119,047 ( 10 ) ( 10 ) Common Stock 119,047 $ 0 476,192 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Berger William J 20 EAST GREENWAY PLAZA, SUITE 540 HOUSTON, TX77046 X See Remarks Signatures /s/ Walter A. Baker by Power of Attorney 08/02/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of common stock of Sunnova Energy International Inc. ("Common Stock"). ( 2 )Such shares of common stock include 17 shares that were received in connection with the closing of the initial public offering of the Issuer in exchange for previously held interests in Sunnova Energy Corporation, pursuant to that certain Agreement and Plan of Merger, dated as of July 29, 2019, by and among the Issuer, Sunnova Energy Corporation and Sunnova Merger Sub Inc., and were inadvertently omitted from the reporting person's Form 4 filed on July 31, 2019 due to an administrative error. ( 3 )Reflects the reclassification of 22,113 shares of Common Stock from indirect form of ownership to direct form of ownership. Such shares of Common Stock were indirectly owned by the reporting person through Jackson Leigh Ventures, LLC until March 25, 2021, at which time they were transferred to the reporting person's personal brokerage account. The reporting person is the sole member of Jackson Leigh Ventures, LLC. ( 4 )Reflects the reclassification of 24,100 shares of Common Stock from direct form of ownership to indirect form of ownership. Such shares of Common Stock were previously reported as being directly owned by the reporting person, but have been held in the IRA of the reporting person's spouse. ( 5 )The sale of such shares of Common Stock was authorized by the reporting person in order to meet tax obligations upon vesting July 29, 2022 and further settlement. ( 6 )The reported gifts of Common Stock were inadvertently omitted from the reporting person's Form 5 filed on February 2, 2021. ( 7 )Such shares of common stock were owned directly by Jackson Leigh Ventures, LLC. The reporting person is the sole member of Jackson Leigh Ventures, LLC. ( 8 )Such shares of Common Stock are held in the IRA of the reporting person's spouse. ( 9 )Such shares of Common Stock are held in the reporting person's IRA. ( 10 )The RSUs will vest in seven equal annual installments beginning on July 29, 2020. Common Stock will be delivered to the reporting person no later than 15 days after the RSUs vest.

Remarks: Chairman of the Board, President, and Chief Executive Officer

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

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

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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