CENTERPOINT ENERGY INC
For the period ended Apr 26, 2024. Filed Mar 15, 2024.
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Apr 26, 2024 · Filed Mar 15, 2024
Contents
Website Availability of Documents
| | CenterPoint Energy Annual Engagement Program | | ||||||
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| | Engagement Objectives • Use multiple engagement channels throughout the year: • Conduct direct meetings with shareholders • Engage with proxy governance teams of institutional investors • Attend analyst conferences and road shows • Host investor days from time to time • Attend industry specific conferences | | | Company Participants • Team of individuals who may meet with shareholders, including representatives from: • Senior Leadership (executive officers and future leaders of the Company) • Investor Relations • Corporate Governance • HR/Compensation • Environmental and Corporate Sustainability • Compensation Committee | | | Topics Discussed • In addition to any topics raised by a shareholder, we solicit feedback on a range of topics, including: • Executive compensation program and practices • Corporate governance matters, including succession planning and Board refreshment • Environmental matters, including our carbon emissions reduction disclosures and goals | |
| | Recent Shareholder Engagements | | ||||||
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| | Engagement Objectives • As part of our annual meeting engagement process, we contacted shareholders representing 67% of our outstanding shares of common stock and engaged with shareholders representing approximately 35% of our outstanding shares in late 2023 and early 2024 | | | Company Participants • Shareholders met with key members of our executive leadership representing Human Resources, Investor Relations, and Corporate Governance • For our late 2023—early 2024 engagement, the Chair of the Compensation Committee was available upon the request of the shareholder. Only one shareholder requested a meeting with the Chair of the Compensation Committee, who met with that shareholder. | | | Topics Discussed • In addition to any topics raised by a shareholder, we solicited feedback on a range of topics, including: • CEO transition and management succession planning; • Executive compensation program; • Board succession planning; and • Our generation transition and net zero and carbon emissions reduction goals | |
| | Feedback Received | | ||||||
| | • Shareholders were generally supportive of the Company’s executive compensation structure • At the 2023 Annual Meeting, approximately 82.6% of shareholders voted for the Company’s executive compensation • Shareholders were generally supportive of the Company’s sustainability efforts • Shareholders were pleased with the communication regarding the Company’s executive succession planning, noting that the Company’s organizational changes were effectively communicated through press releases | | ||||||
Communications with Directors
Interested parties who wish to make concerns known to the non-management directors may communicate directly with the non-management directors by making a submission in writing to “Board of Directors (independent members)” in care of our Corporate Secretary at 1111 Louisiana, Houston, TX 77002 or for deliveries by U.S. Postal Service, P.O. Box 4567, Houston, TX 77210-4567. Aside from this procedure for communications with the non-management directors, the entire Board will receive communications in writing from shareholders. Any such communications should be addressed to the Board of Directors in care of the Corporate Secretary at the same address.
Website Availability of Documents
CenterPoint Energy’s Annual Report on Form 10-K, Corporate Governance Guidelines, the charters of the Audit Committee, Compensation Committee, and Governance, Environmental and Sustainability Committee, the Code of Ethics for Chief Executive Officer and Senior Financial Officers, and the Ethics and Compliance Code can be found on its website athttps://investors.centerpointenergy.com/governance. Additionally, CenterPoint Energy’s Corporate Sustainability Report and related disclosure can be found on its website atwww.sustainability.centerpointenergy.com. Unless specifically stated herein, documents and information on CenterPoint Energy’s websites are not incorporated by reference in this Proxy Statement.
| | CenterPoint Energy, Inc. 2024 Proxy Statement | | | 30 | |
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