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CenterPoint Energy (CNP) CFO logs stock award vesting and tax share withholdings

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

CenterPoint Energy EVP and CFO Christopher A. Foster reported equity compensation activity in common stock. On February 19, 2026, he acquired 76,929 shares at no cost from vesting performance shares under the company’s long-term incentive plan. On the same date, he disposed of 26,843 shares and 4,881 shares at $42.64 per share to cover tax obligations on vested performance shares and time-based restricted stock units. After these transactions, he directly owned 203,784 common shares, including multiple unvested RSU awards scheduled to vest between May 2026 and 2029, subject to continued employment and performance conditions.

Positive

  • None.

Negative

  • None.
Insider Foster Christopher A
Role EVP and CFO
Type Security Shares Price Value
Grant/Award Common Stock 76,929 $0.00 --
Tax Withholding Common Stock 26,843 $42.64 $1.14M
Tax Withholding Common Stock 4,881 $42.64 $208K
Holdings After Transaction: Common Stock — 235,508 shares (Direct)
Footnotes (1)
  1. Vesting of performance shares awarded in 2023 under the Issuer's long-term incentive plan (the "Plan"). Shares withheld for taxes upon vesting of performance shares. Shares withheld for taxes upon vesting of time-based restricted stock units ("RSUs"). Total includes previous awards under the Plan of (i) 14,908 RSUs vesting in May 2026, (ii) 5,636 RSUs vesting in February 2027, (iii) 13,530 RSUs vesting in two equal installments in February 2027 and 2028, and (iv) 25,076 vesting in three equal installments in February 2027, 2028, and 2029. The above awards shall vest (a) upon continued employment with the Issuer through the respective vesting date, (b) in the event of earlier disability or death, or (c) on a full or pro-rata basis upon earlier retirement, subject to satisfaction of certain conditions. All vesting is conditioned upon achievement of positive operating income for the year preceding the applicable vesting date except in the case of death or disability.
Form 4 Insider Transactions: What Each Field Means →
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).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Foster Christopher A
(Last) (First) (Middle)
1111 LOUISIANA
(Street)
HOUSTON TX 77002
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CENTERPOINT ENERGY INC [ CNP ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP and CFO
3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026
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 02/19/2026 A 76,929(1) A $0 235,508 D
Common Stock 02/19/2026 F 26,843(2) D $42.64 208,665 D
Common Stock 02/19/2026 F 4,881(3) D $42.64 203,784(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. Vesting of performance shares awarded in 2023 under the Issuer's long-term incentive plan (the "Plan").
2. Shares withheld for taxes upon vesting of performance shares.
3. Shares withheld for taxes upon vesting of time-based restricted stock units ("RSUs").
4. Total includes previous awards under the Plan of (i) 14,908 RSUs vesting in May 2026, (ii) 5,636 RSUs vesting in February 2027, (iii) 13,530 RSUs vesting in two equal installments in February 2027 and 2028, and (iv) 25,076 vesting in three equal installments in February 2027, 2028, and 2029. The above awards shall vest (a) upon continued employment with the Issuer through the respective vesting date, (b) in the event of earlier disability or death, or (c) on a full or pro-rata basis upon earlier retirement, subject to satisfaction of certain conditions. All vesting is conditioned upon achievement of positive operating income for the year preceding the applicable vesting date except in the case of death or disability.
Remarks:
Vincent A. Mercaldi, Attorney-in-Fact 02/23/2026
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What did CenterPoint Energy (CNP) CFO Christopher A. Foster report in this Form 4?

Christopher A. Foster reported equity compensation changes in CenterPoint Energy common stock. He received vested performance share stock and had shares withheld to satisfy tax obligations tied to performance shares and restricted stock units, updating his direct ownership position.

How many CenterPoint Energy (CNP) shares did the CFO acquire in the latest filing?

He acquired 76,929 CenterPoint Energy common shares at no cost. These shares reflect vesting of performance shares granted in 2023 under the company’s long-term incentive plan, increasing his direct equity stake before tax-related withholdings.

Why were some CenterPoint Energy (CNP) shares disposed of in this Form 4?

Shares were disposed of solely to cover tax liabilities. A total of 26,843 shares and 4,881 shares of CenterPoint Energy common stock were withheld at $42.64 per share upon vesting of performance shares and time-based restricted stock units.

What is Christopher A. Foster’s CenterPoint Energy (CNP) share ownership after these transactions?

Following the reported transactions, Christopher A. Foster directly owns 203,784 CenterPoint Energy common shares. This total includes earlier equity awards that remain unvested and are subject to future service and performance-based vesting conditions.

Are the CenterPoint Energy (CNP) equity awards subject to future vesting conditions?

Yes. Remaining awards include RSUs scheduled to vest between May 2026 and 2029. Vesting generally requires continued employment, or specified events such as disability, death, or certain retirement conditions, and positive operating income for the year before each vesting date.