Sunnova Energy International (NOVA) Form 4 Sunnova Energy International / William J Berger ownership change

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

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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^*

Berger William J

(Last) (First) (Middle)

20 EAST GREENWAY PLAZA,

SUITE 540

(Street)

HOUSTON TX 77046

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2024

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
Common Stock	03/06/2024		A		77,844(1)	A	$6.29	443,066	D
Common Stock								24,100	I	See Footnote(2)
Common Stock								7,471	I	See Footnote(3)

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
Restricted Stock Units	(4)	03/06/2024		A		264,970		(5)	(5)	Common Stock	264,970	$0	264,970	D
Non-Qualified Stock Option (Right to Buy)	$7.55	03/06/2024		A		786,163		(6)	03/06/2034	Common Stock	786,163	$0	786,163	D

Explanation of Responses:

1. These shares of common stock of Sunnova Energy International Inc. ("Common Stock") were awarded under the Sunnova Energy International Inc. 2019 Long-Term Incentive Plan ("Plan").

2. Such shares of common stock of Sunnova Energy International Inc. ("Common Stock") are held in an IRA under the reporting person's spouse.

3. Such shares of Common Stock are held in the reporting person's IRA.

4. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of common stock of Sunnova Energy International Inc. ("Common Stock").

5. These RSUs were awarded under the Sunnova Energy International Inc. 2019 Long-Term Incentive Plan ("Plan") and vest in full on the third anniversary of the date of grant. Common Stock will be delivered to the reporting person no later than 15 days after the RSUs vest.

6. These Nonqualified Stock Options ("Options") were granted under the Plan and vest in full on the third anniversary of the date of grant.

Remarks:

Chairman, President and Chief Executive Officer

	/s/ David Searle by Power of Attorney	03/11/2024
	** 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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