CENTERPOINT ENERGY (CNP) CFO sees shares withheld for RSU tax obligations

Rhea-AI Filing Summary

CENTERPOINT ENERGY INC Executive Vice President and CFO Christopher A. Foster reported a routine tax-related share disposition. On the vesting of previously granted restricted stock units, 5,867 shares of common stock were withheld to cover taxes at $43.53 per share, a non-market transaction. Following this withholding, Foster directly holds 197,917 common shares.

The total reported holdings include additional time-based restricted stock unit awards: 5,636 RSUs vesting in February 2027, 13,530 RSUs vesting in two equal installments in February 2027 and 2028, and 25,076 RSUs vesting in three equal installments in February 2027, 2028, and 2029. These awards vest upon continued employment or earlier disability, death, or qualifying retirement, and generally require achievement of positive operating income in the year before each vesting date.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Foster Christopher A

Role EVP and CFO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	5,867	$43.53	$255K

Holdings After Transaction: Common Stock — 197,917 shares (Direct, null)

Footnotes (1)

1. Shares withheld for taxes upon vesting of time-based restricted stock units previously awarded under the Issuer's Long-Term Incentive Plan ("RSUs"). Total includes previous awards under the Plan of (i) 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.

Key Figures

Shares withheld for taxes: 5,867 shares Implied tax-withholding price: $43.53 per share Shares held after transaction: 197,917 shares +3 more

6 metrics

Shares withheld for taxes 5,867 shares Withheld upon RSU vesting for tax obligations

Implied tax-withholding price $43.53 per share Value used for RSU tax-withholding disposition

Shares held after transaction 197,917 shares Direct common stock holdings after tax withholding

RSUs vesting in 2027 5,636 RSUs Time-based RSUs scheduled to vest in February 2027

RSUs vesting 2027–2028 13,530 RSUs Vest in two equal installments in February 2027 and 2028

RSUs vesting 2027–2029 25,076 RSUs Vest in three equal installments in February 2027–2029

Key Terms

restricted stock units, Long-Term Incentive Plan, tax-withholding disposition, positive operating income

4 terms

restricted stock units financial

"Shares withheld for taxes upon vesting of time-based restricted stock units previously awarded"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Long-Term Incentive Plan financial

"previously awarded under the Issuer's Long-Term Incentive Plan ("RSUs")"

A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

positive operating income financial

"All vesting is conditioned upon achievement of positive operating income for the year preceding"

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 TEXAS 77002

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/05/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/05/2026		F		5,867(1)	D	$43.53	197,917(2)	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. Shares withheld for taxes upon vesting of time-based restricted stock units previously awarded under the Issuer's Long-Term Incentive Plan ("RSUs").

2. Total includes previous awards under the Plan of (i) 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	05/06/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did CENTERPOINT ENERGY INC (CNP) report for Christopher A. Foster?

CENTERPOINT ENERGY INC reported a tax-related share disposition for CFO Christopher A. Foster. 5,867 common shares were withheld to cover taxes upon vesting of restricted stock units, at $43.53 per share, rather than being sold in the open market.

How many CENTERPOINT ENERGY (CNP) shares does CFO Christopher A. Foster hold after this Form 4?

After the tax-withholding transaction, Christopher A. Foster directly holds 197,917 shares of CENTERPOINT ENERGY common stock. This figure reflects his position following the withholding of 5,867 shares for taxes on vested restricted stock units.

Was the CENTERPOINT ENERGY (CNP) Form 4 transaction an open-market sale?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. 5,867 shares were withheld by the issuer to satisfy tax obligations upon vesting of previously granted restricted stock units under the company’s Long-Term Incentive Plan.

What future restricted stock unit vesting does CENTERPOINT ENERGY (CNP) disclose for its CFO?

The filing notes 5,636 RSUs vesting in February 2027, 13,530 RSUs vesting in equal parts in February 2027 and 2028, and 25,076 RSUs vesting in equal parts in February 2027, 2028, and 2029, all subject to service and performance conditions.

What conditions apply to Christopher A. Foster’s restricted stock units at CENTERPOINT ENERGY (CNP)?

The RSUs vest with continued employment through each vesting date, or earlier disability, death, or qualifying retirement. Vesting also generally requires achievement of positive operating income for the year preceding the applicable vesting date, except in cases of death or disability.