SEC Form 4

FORM 4		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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Plotkin Chad (Last) (First) (Middle) NRG YIELD, INC. 804 CARNEGIE CENTER (Street) PRINCETON NJ 08540 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol NRG Yield, Inc. [ NYLD ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) SVP and CFO
	3. Date of Earliest Transaction (Month/Day/Year) 01/03/2018
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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 C Common Stock, par value $.01 per share	01/03/2018		F		1,416	D	(1)	27,111(2)	D
Class C Common Stock, par value $.01 per share	01/04/2018		F		3,106	D	(3)	24,005(4)	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. On January 3, 2017, Mr. Plotkin was issued 7,357 Restricted Stock Units ("RSUs") by NRG Yield, Inc. under NRG Yield, Inc.'s Equity Incentive Plan. These RSUs vest ratably over a three year period beginning on the first anniversary of the date of the grant. Each RSU is equivalent in value to one share of Class C Common Stock of NRG Yield, Inc., par value $.01 per share. On January 3, 2018, 2,449 shares vested. Mr. Plotkin 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 1,416 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation.

2. In connection with the vesting of the RSUs described above, 150 dividend equivalent rights converted to Class C Common Stock, resulting in the reporting person holding 1,757 dividend equivalent rights that may only be settled in Class C Common Stock. Dividend equivalent rights accrue on the reporting person's restricted stock units, which become exercisable proportionately with the restricted stock units to which they relate and may only be settled in NRG Yield, Inc. Class C Common Stock. Each dividend equivalent right is the economic equivalent of one share of NRG Yield, Inc. Class C Common Stock.

3. On November 7, 2016, Mr. Plotkin was issued 16,903 RSUs by NRG Yield, Inc. under NRG Yield, Inc.'s Equity Incentive Plan that vest as follows: (1) 7,099 shares on January 4, 2017, (2) 5,578 shares on January 4, 2018, and (3) 4,226 shares on January 4, 2019. Each RSU is equivalent in value to one share of Class C Common Stock of NRG Yield, Inc., par value $.01 per share. On January 4, 2018, 5,578 shares vested. Mr. Plotkin 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 3,106 shares of Class C Common Stock to satisfy the grantee's tax withholding obligation.

4. In connection with the vesting of the RSUs described above, 441 dividend equivalent rights converted to Class C Common Stock, resulting in the reporting person holding 1,316 dividend equivalent rights that may only be settled in Class C Common Stock. Dividend equivalent rights accrue on the reporting person's restricted stock units, which become exercisable proportionately with the restricted stock units to which they relate and may only be settled in NRG Yield, Inc. Class C Common Stock. Each dividend equivalent right is the economic equivalent of one share of NRG Yield, Inc. Class C Common Stock.

	/s/ Brian Curci, by Power of Attorney	01/05/2018
	** Signature of Reporting Person	Date
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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