Wells Jason P. 4

What Happened
Jason P. Wells, President & CEO and a director of CenterPoint Energy (CNP), received 173,594 shares on vesting of 2023 performance awards on Feb 19, 2026 (code A). To cover tax obligations, 64,813 shares and 29,215 shares were withheld and disposed at $42.64 per share (codes F), generating proceeds of $2,763,626 and $1,245,728 respectively (total ~$4.01M). After withholding, Wells netted 79,566 shares from the vesting event.

Key Details

• Transaction date: 2026-02-19; Form 4 filed 2026-02-23 (filing appears timely).
• Award: 173,594 shares vested (2023 performance share award under the issuer's long‑term incentive plan; footnote F1).
• Tax withholding: 64,813 shares ($2,763,626) and 29,215 shares ($1,245,728) withheld/disposed to satisfy taxes (total 94,028 shares; footnotes F2 & F3).
• Net shares retained from vesting: 79,566 shares (173,594 − 94,028).
• Shares owned after transaction: not disclosed in the filing.
• Additional notes: filing references remaining outstanding RSU awards with future vesting schedules (see footnote F4); some equivalent shares may be held via the CenterPoint Savings Plan (F5).
• Transaction codes: A = award/acquisition; F = shares withheld for taxes.

Context
This was a vesting of performance shares and routine tax-withholding, not an open-market sale or a purchase. Withholdings to cover taxes are common and do not necessarily indicate a change in the insider’s view of the company.