CenterPoint Energy : Material Agreement - Form 8-K

Item 1.01.

Entry into a Material Definitive Agreement.

On May 8, 2024, CenterPoint Energy, Inc. ("CenterPoint Energy," or the "Company") entered into an Underwriting Agreement (the "Underwriting Agreement") with BNP Paribas Securities Corp., J.P. Morgan Securities LLC, PNC Capital Markets LLC, Scotia Capital (USA) Inc. and Truist Securities, Inc., as representatives of the several Underwriters named in Schedule I to the Underwriting Agreement (the "Underwriters"), relating to the underwritten public offering of $700,000,000 aggregate principal amount of the Company's 5.40% Senior Notes due 2029 (the "Notes"). The offering is being made pursuant to CenterPoint Energy's registration statement on Form S-3(Registration No. 333-272025).

The Notes are being issued pursuant to the Indenture, dated as of May 19, 2003 (the "Base Indenture"), between the Company and The Bank of New York Mellon Trust Company, National Association (successor to JPMorgan Chase Bank, National Association (formerly JPMorgan Chase Bank)), as trustee (the "Trustee"), as supplemented by Supplemental Indenture No. 15 to the Base Indenture to be dated as of May 10, 2024 between the Company and the Trustee (the "Supplemental Indenture") with respect to the Notes. The form, terms and provisions of the Notes are further described in the Supplemental Indenture and the prospectus supplement of the Company dated May 8, 2024, together with the related prospectus dated May 17, 2023, as filed with the Securities and Exchange Commission under Rule 424(b)(2) of the Securities Act of 1933, as amended, on May 9, 2024, which description is incorporated herein by reference.

The Underwriters and their affiliates are full service financial institutions engaged in various activities, which may include securities trading, commercial and investment banking, financial advisory, investment management, investment research, principal investment, hedging, financing and brokerage activities. In the ordinary course of their respective businesses, certain of the Underwriters and/or their affiliates have engaged, and may in the future engage, in commercial banking, investment banking, trust or investment management transactions with CenterPoint Energy and its affiliates for which they have received, and will in the future receive, customary compensation.

A copy of the Underwriting Agreement, the Indenture and the form of the Supplemental Indenture (including the form of the Notes) have been filed as Exhibits 1.1, 4.1 and 4.2, respectively, to this Current Report on Form 8-Kand are incorporated by reference herein.