CenterPoint Energy (CNP) CEO Jason Wells granted 76,736-share equity award

Rhea-AI Filing Summary

CenterPoint Energy President & CEO Jason P. Wells received an equity grant tied to company performance. On 02/11/2026 he acquired 76,736 shares of common stock at $0 per share as a grant or award, increasing his directly held common stock to 456,598 shares.

The grant represents time-based restricted stock units that vest in three equal installments in February 2027, 2028, and 2029, generally requiring continued employment or qualifying disability, death, or retirement, and achievement of positive operating income in the year before each vesting date. In addition to his direct holdings, he has indirect ownership of 2,048 equivalent shares through the CenterPoint Energy Savings Plan and 55,560 shares through the Wells/Koehler Family Trust.

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

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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).

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^*

Wells Jason P.

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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	02/11/2026		A		76,736(1)	A	$0	456,598(2)	D
Common Stock								2,048	I	By Savings Plan(3)
Common Stock								55,560	I	Wells/Koehler Family Trust

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. Time-based restricted stock units ("RSUs") awarded under the Issuer's Long-Term Incentive Plan (the "Plan") and vesting in three equal installments in February 2027, 2028, and 2029. The above award shall vest (i) if the Reporting Person ("R.P.") continues to be an employee of Issuer from the grant date through the respective vesting date, (ii) in the event of his earlier disability or death, or (iii) if he satisfies various conditions, upon his earlier retirement, except that such retirement vesting will be on a pro rata basis if his retirement occurs in the year of grant. 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.

2. Total includes previous awards under the Plan of (i) 33,642 time-based RSUs vesting in February 2026, (ii) 34,386 RSUs vesting in two equal installments in February 2026 and 2027, and (iii) 70,212 RSUs vesting in three equal installments in February 2026, 2027, and 2028. The above awards shall vest (a) if he continues to be an employee of Issuer from the grant date through the respective vesting date or (b) in the event of his earlier disability or death. The awards will also vest 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.

3. Equivalent shares held in CenterPoint Energy, Inc. Savings Plan.

Remarks:

	Vincent A. Mercaldi, Attorney-in-Fact	02/13/2026
	** 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.

FAQ

What insider transaction did CNP President & CEO Jason P. Wells report?

Jason P. Wells reported an equity grant of 76,736 shares of CenterPoint Energy common stock on February 11, 2026. The award was recorded at $0 per share as a grant or award, increasing his directly held common stock to 456,598 shares.

How many CenterPoint Energy (CNP) shares does Jason P. Wells own after this filing?

After the reported grant, Jason P. Wells beneficially owns 456,598 shares of common stock directly. He also has indirect interests in 2,048 equivalent shares through the CenterPoint Energy Savings Plan and 55,560 shares held via the Wells/Koehler Family Trust.

What are the vesting terms of Jason P. Wells’ new CenterPoint Energy RSU award?

The time-based RSU award covering 76,736 shares vests in three equal installments in February 2027, 2028, and 2029. Vesting generally requires continued employment or qualifying disability, death, or retirement, and positive operating income in the prior year, except in death or disability cases.

How do performance conditions affect Jason P. Wells’ CenterPoint Energy RSUs?

All reported RSU awards, including the new 76,736-share grant, generally vest only if CenterPoint Energy reports positive operating income for the year before each vesting date. This condition does not apply in cases of death or disability, where vesting can still occur.

What previous RSU awards are included in Jason P. Wells’ CenterPoint Energy holdings?

His total RSU-related holdings include earlier awards of 33,642 RSUs vesting in February 2026, 34,386 RSUs vesting in 2026 and 2027, and 70,212 RSUs vesting in 2026, 2027, and 2028, subject to continued employment and positive operating income conditions.

How are Jason P. Wells’ indirect CenterPoint Energy (CNP) holdings structured?

Indirect holdings include 2,048 equivalent shares in the CenterPoint Energy Savings Plan and 55,560 shares held by the Wells/Koehler Family Trust. These positions supplement his directly held 456,598 common shares reported after the February 11, 2026 grant.