Canada Pension Plan Investment Board filed Amendment No. 17 to its Schedule 13D regarding ReNew Energy Global plc on October 28, 2026, disclosing a side letter to an existing transaction agreement.

Key Highlights

  • Side Letter signed: On October 28, 2026, Canada Pension Plan Investment Board, Sumant Sinha, and ReNew Energy Global plc entered into a side letter to the Transaction Agreement dated August 11, 2026.
  • Amendment scope: The Side Letter amends paragraph 4.2(h) of Part 1 of Schedule 3 to the Transaction Agreement to clarify treatment of replacement awards under the New Incentive Plan upon cessation of employment.
  • Beneficial ownership unchanged: Canada Pension Plan Investment Board reported sole beneficial ownership of 88,846,844 Class A ordinary shares, representing 34.3% of the class.
  • Voting and dispositive power: The reporting person reported sole voting power and sole dispositive power each of 88,846,844 shares, with zero shared voting or dispositive power.
  • Transaction Agreement intact: According to the filing, "except as expressly amended by the Side Letter, the Transaction Agreement remains in full force and effect."
  • Exhibit filed: The Side Letter is filed as Exhibit 99.31 to this Amendment.

CPPIB Clarifies Employee Award Treatment in ReNew Energy Transaction Amendment

Canada Pension Plan Investment Board, a federally organized Canadian entity, submitted Amendment No. 17 to its Schedule 13D with the U.S. Securities and Exchange Commission on October 28, 2026, relating to its holdings in ReNew Energy Global plc (NASDAQ:RNW). The filing amends and supplements the original Schedule 13D first filed on September 2, 2021, which has since been amended sixteen times prior to this submission.

The principal disclosure in this amendment concerns a side letter entered into on October 28, 2026, among Canada Pension Plan Investment Board, Sumant Sinha, and the issuer. According to the filing, the Side Letter amends paragraph 4.2(h) of Part 1 of Schedule 3 (Company Equity Plans and Employee Matters) to the Transaction Agreement dated August 11, 2026. The purpose, as described in the filing, is "to clarify the treatment of replacement awards under the New Incentive Plan upon cessation of employment." No other modifications to the Transaction Agreement were reported.

The filing states that Canada Pension Plan Investment Board continues to hold 88,846,844 Class A ordinary shares of ReNew Energy Global plc, representing 34.3% of the class. The shares carry a nominal value of $0.0001 each. The source of funds is identified in the filing as "WC" (working capital). The filing was signed by Howard Rusak, Managing Director, Legal, on behalf of Canada Pension Plan Investment Board.

What Was Disclosed

Canada Pension Plan Investment Board filed a Schedule 13D amendment disclosing a side letter to an existing transaction agreement with ReNew Energy Global plc, clarifying how replacement equity awards are treated when employment ends. Beneficial ownership of 88,846,844 Class A ordinary shares at 34.3% was also reported.