UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 4, 2015

NRG YIELD, INC.

(Exact name of registrant as specified in its charter)

211 Carnegie Center, Princeton, New Jersey 08540

(Address of principal executive offices, including zip code)

(609) 524-4500

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o                      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o                      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o                      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o                      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On December 4, 2015, the Board of Directors of NRG Yield, Inc. (the “Company”) replaced David Crane as President and Chief Executive Officer of the Company, following his replacement as President and Chief Executive Officer of NRG Energy, Inc. (“NRG”) and the Company named Mauricio Gutierrez as interim President and Chief Executive Officer.

Mr. Gutierrez, age 45, has served as Executive Vice President and Chief Operating Officer and as a director of NRG Yield, Inc. since December 2012.  In addition, on December 2, 2015, Mr. Gutierrez was named President and Chief Executive Officer of NRG.  Prior to December 2, 2015, Mr. Gutierrez served as Executive Vice President and Chief Operating Officer of NRG since July 2010 overseeing NRG’s Plant Operations, Commercial Operations, Environmental Compliance, as well as the Engineering, Procurement and Construction division. He previously served as Executive Vice President, Commercial Operations from January 2009 to July 2010 and Senior Vice President, Commercial Operations, from March 2008 to January 2009. In this capacity, he was responsible for the optimization of NRG’s asset portfolio and fuel requirements. Prior to this, Mr. Gutierrez served as Vice President Commercial Operations Trading from May 2006 to March 2008. Prior to joining NRG in August 2004, Mr. Gutierrez held various positions within Dynegy, Inc., including Managing Director, Trading.

A copy of the Company’s press release announcing the replacement of Mr. Crane and the appointment of Mr. Gutierrez is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statement and Exhibits

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated:  December 8, 2015

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EXHIBIT INDEX

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Exhibit 99.1

Mauricio Gutierrez Named Interim CEO of NRG Yield; John Chlebowski Assumes Role of Chairman of the Board

PRINCETON, NJ — December 4, 2015 — NRG Yield, Inc. (NYSE:NYLD, NYLD.A) announced today that following the announcement that David Crane has stepped down as President and Chief Executive Officer of NRG Energy, Inc. (NYSE: NRG), the Board of Directors of NRG Yield has acted to replace Mr. Crane as Chairman, President and Chief Executive Officer of NRG Yield.

The Board has named Mauricio Gutierrez interim President and Chief Executive Officer of NRG Yield, effective immediately. Mr. Gutierrez currently serves as a Director of NRG Yield and has served as the Chief Operating Officer of NRG Yield since the initial public offering in July 2013. Mr. Gutierrez was recently named President and Chief Executive Officer of NRG Energy, where he previously served as Chief Operating Officer since July 2010 and in various roles since August 2004. During this interim period, the Board of Directors will evaluate the optimal replacement for this position as a result of Mr. Crane’s departure.

John Chlebowski will assume the role of Chairman of the Board during the interim CEO evaluation process. Mr. Chlebowski has served as Lead Independent Director of NRG Yield since its initial public offering in July 2013 and previously served on the Board of Directors of NRG Energy since its emergence from bankruptcy in 2003. During his tenure at NRG Energy, he served on numerous committees of the board and chaired both the audit and compensation committees.

About NYLD

NRG Yield owns a diversified portfolio of contracted renewable and conventional generation and thermal infrastructure assets in the United States, including fossil fuel, solar and wind power generation facilities that provide the capacity to support more than two million American homes and businesses. Our thermal infrastructure assets provide steam, hot water and/or chilled water, and in some instances electricity, to commercial businesses, universities, hospitals and governmental units in multiple locations. NRG Yield’s Class C and Class A common stock are traded on the New York Stock Exchange under the symbols NYLD and NYLD.A, respectively. Visit nrgyield.com for more information.

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