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CENTERPOINT ENERGY HOUSTON ELECTRIC LLC

For the period ended Dec 31, 2025. Filed Feb 19, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 19, 2026

CNP$40.66+1.7%Stored close · as of Nov 6, 2026
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

(Mark One)
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2025
OR
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM TO
Registrant, State or Other Jurisdiction of Incorporation or Organization
Commission file number · Address of Principal Executive Offices, Zip Code and Telephone Number · I.R.S. Employer Identification No.
1-31447CenterPoint Energy, Inc.74-0694415
(a Texas corporation)
1111 Louisiana
Houston,Texas77002
(713)207-1111
1-3187CenterPoint Energy Houston Electric, LLC22-3865106
(a Texas limited liability company)
1111 Louisiana
Houston,Texas77002
(713)207-1111
1-13265CenterPoint Energy Resources Corp.76-0511406
(a Delaware corporation)
1111 Louisiana
Houston,Texas77002
(713)207-1111
Securities registered pursuant to Section 12(b) of the Act:
RegistrantTitle of each classTrading symbol(s)Name of each exchange on which registered
CenterPoint Energy, Inc.Common Stock, $0.01 par valueCNPNew York Stock Exchange
NYSE Texas
CenterPoint Energy Houston Electric, LLC6.95% General Mortgage Bonds due 2033n/aNew York Stock Exchange
CenterPoint Energy Resources Corp.6.625% Senior Notes due 2037n/aNew York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

CenterPoint Energy, Inc.YesþNo o
CenterPoint Energy Houston Electric, LLCYesþNo o
CenterPoint Energy Resources Corp.YesþNo o

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

CenterPoint Energy, Inc.Yes oNoþ
CenterPoint Energy Houston Electric, LLCYes oNoþ
CenterPoint Energy Resources Corp.Yes oNoþ

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

CenterPoint Energy, Inc.YesþNo o
CenterPoint Energy Houston Electric, LLCYesþNo o
CenterPoint Energy Resources Corp.YesþNo o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

CenterPoint Energy, Inc.YesþNo o
CenterPoint Energy Houston Electric, LLCYesþNo o
CenterPoint Energy Resources Corp.YesþNo o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filerAccelerated filerNon-accelerated filerSmaller reporting companyEmerging growth company
CenterPoint Energy, Inc.þoo☐☐
CenterPoint Energy Houston Electric, LLCooþ☐☐
CenterPoint Energy Resources Corp.ooþ☐☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Act. o

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☑

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

CenterPoint Energy, Inc.o
CenterPoint Energy Houston Electric, LLCo
CenterPoint Energy Resources Corp.o

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).

CenterPoint Energy, Inc.o
CenterPoint Energy Houston Electric, LLCo
CenterPoint Energy Resources Corp.o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

CenterPoint Energy, Inc.Yes☐No þ
CenterPoint Energy Houston Electric, LLCYes☐No þ
CenterPoint Energy Resources Corp.Yes☐No þ

The aggregate market values of the voting stock held by non-affiliates of the Registrants as of June 30, 2025 are as follows:

CenterPoint Energy, Inc. (using the definition of beneficial ownership contained in Rule 13d-3 promulgated pursuant to Securities Exchange Act of 1934 and excluding shares held by directors and executive officers)$23,867,105,630
CenterPoint Energy Houston Electric, LLCNone
CenterPoint Energy Resources Corp.None

Indicate the number of shares outstanding of each of the issuers’ classes of common stock as of February 13, 2026:

CenterPoint Energy, Inc.652,871,584shares of common stock outstanding, excluding 166 shares held as treasury stock
CenterPoint Energy Houston Electric, LLC1,000common shares outstanding, all held by Utility Holding, LLC, a wholly-owned subsidiary of CenterPoint Energy, Inc.
CenterPoint Energy Resources Corp.1,000shares of common stock outstanding, all held by Utility Holding, LLC, a wholly-owned subsidiary of CenterPoint Energy, Inc.

CenterPoint Energy Houston Electric, LLC and CenterPoint Energy Resources Corp. meet the conditions set forth in general instruction I(1)(a) and (b) of Form 10-K and are therefore filing this Form 10-K with the reduced disclosure format specified in General Instruction I(2) of Form 10-K.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive proxy statement relating to the 2026 Annual Meeting of Shareholders of CenterPoint Energy, which will be filed with the Securities and Exchange Commission within 120 days of December 31, 2025, are incorporated by reference in Item 10, Item 11, Item 12, Item 13 and Item 14 of Part III of this Form 10-K.

GLOSSARY
AFSIAdjusted financial statement income
AFUDCAllowance for funds used during construction
AIArtificial intelligence
ALJAdministrative Law Judge
AMAsAsset Management Agreements
AMSAdvanced Metering System
ArevonArevon Energy, Inc., which was formed through the combination of Capital Dynamics, Inc.’s U.S. Clean Energy Infrastructure business unit and Arevon Asset Management
AROAsset retirement obligation
ARPAlternative revenue program
ASCAccounting Standards Codification
ASUAccounting Standards Update
AT&T CommonAT&T Inc. common stock
ATM Forward PurchasersBank of America, N.A., Barclays Bank PLC, Citibank, N.A., Goldman Sachs & Co. LLC, JPMorgan Chase Bank, National Association, Mizuho Markets Americas LLC, MUFG Securities EMEA plc and Royal Bank of Canada
ATM Forward SellersBofA Securities, Inc. Barclays Capital Inc., Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC, MUFG Securities Americas Inc. and RBC Capital Markets, LLC
ATM ManagersBofA Securities, Inc., Barclays Capital Inc., Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC, MUFG Securities Americas Inc. and RBC Capital Markets, LLC
BcfBillion cubic feet
BoardCenterPoint Energy’s Board of Directors
Bond CompaniesTransition Bond Company IV, Restoration Bond Company II and Restoration Bond Company III, each a consolidated VIE that is a wholly-owned, bankruptcy-remote, special purpose entity formed solely for the purpose of securitizing transition property or system restoration property through the issuance of transition bonds or system restoration bonds
BTABuild Transfer Agreement
CAMTCorporate Alternative Minimum Tax
CARES ActCoronavirus Aid, Relief, and Economic Security Act
CCNCertificate of Convenience and Necessity
CCRCoal Combustion Residuals
CCR RuleFinal rule published by the EPA in 2015 to regulate coal ash as non-hazardous material under the RCRA
CECAClean Energy Cost Adjustment
CEIPCenterPoint Energy Intrastate Pipelines, LLC, a wholly-owned subsidiary of CERC Corp.
CenterPoint EnergyCenterPoint Energy, Inc., and its subsidiaries
CenterPoint Energy Credit AgreementSecond Amended and Restated Credit Agreement, dated December 6, 2022, by and among CenterPoint Energy, as borrower, JPMorgan Chase Bank, N.A., as administrative agent, the financial institutions as bank parties thereto and the other parties thereto.
CenterPoint Energy Extension AgreementExtension Agreement to the CenterPoint Energy Credit Agreement, dated January 29, 2025, by and among CenterPoint Energy, JPMorgan Chase Bank, N.A., as administrative agent, and the banks party thereto
CEOHVectren Energy Delivery of Ohio, LLC, doing business as CenterPoint Energy Ohio, which converted its corporate structure from Vectren Energy Delivery of Ohio, Inc. to an Ohio limited liability company on June 13, 2022, formerly a wholly-owned subsidiary of Vectren, acquired by CERC on June 30, 2022
CEPCapital Expenditure Program
CERCCERC Corp., together with its subsidiaries
CERC Credit AgreementSecond Amended and Restated Credit Agreement, dated December 6, 2022, by and among CERC, as borrower, Wells Fargo Bank, National Association, as administrative agent, the financial institutions as bank parties thereto and the other parties thereto
CERC Extension AgreementExtension Agreement to the CERC Credit Agreement, dated January 29, 2025, by and among CERC, Wells Fargo Bank, National Association, as administrative agent, and the banks party thereto
CERC Corp.CenterPoint Energy Resources Corp.
GLOSSARY
CERCLAComprehensive Environmental Response, Compensation and Liability Act of 1980, as amended
Change in Control PlanCenterPoint Energy Change in Control Plan (as amended and restated effective May 1, 2017)
Charter CommonCharter Communications, Inc. common stock
CIPConservation Improvement Program
CodeThe Internal Revenue Code of 1986, as amended
CODMChief Operating Decision Maker
Common StockCenterPoint Energy, Inc. common stock, par value $0.01 per share
Convertible NotesCenterPoint Energy’s 4.25% Convertible Senior Notes due 2026
Convertible Notes IndentureIndenture dated as of August 4, 2023 by and between CenterPoint Energy and The Bank of New York Mellon Trust Company, National Association, as trustee, as supplemented
COVID-19Novel coronavirus disease 2019, and any mutations or variants thereof, and related global outbreak that was subsequently declared a pandemic by the World Health Organization
CPCNCertificate of public convenience and necessity
CPS EnergyCity Public Service Board of San Antonio, Texas
Credit AgreementsThe CenterPoint Energy Credit Agreement, Houston Electric Credit Agreement, CERC Credit Agreement and SIGECO Credit Agreement
CSIACompliance and System Improvement Adjustment
DCRFDistribution Cost Recovery Factor
DOCU.S. Department of Commerce
DOTU.S. Department of Transportation
DRRDistribution Replacement Rider
DSMADemand Side Management Adjustment
DthDekatherms
ECAEnvironmental Cost Adjustment
EDF RenewablesEDF Renewables Development, Inc.
EDITExcess deferred income taxes
EECREnergy Efficiency Cost Recovery
EECRFEnergy Efficiency Cost Recovery Factor
EEFCEnergy Efficiency Funding Component
EEFREnergy Efficiency Funding Rider
ELGEffluent Limitation Guidelines
EIAU.S. Energy Information Administration
Energy Systems GroupEnergy Systems Group, LLC, previously a wholly-owned subsidiary of Vectren
EPAEnvironmental Protection Agency
EPCEngineering, Procurement and Construction
Equity Distribution AgreementEquity Distribution Agreement, dated as of January 10, 2024, by and between CenterPoint Energy, the ATM Managers, the ATM Forward Purchasers and the ATM Forward Sellers
Equity Purchase AgreementEquity Purchase Agreement, dated as of May 21, 2023, by and between Vectren Energy Services and ESG Holdings Group
ERCOTElectric Reliability Council of Texas
ERCOT ISOERCOT Independent System Operator
ERISAEmployee Retirement Income Security Act of 1974
EROElectric Reliability Organization
ESG Holdings GroupESG Holdings Group, LLC a Delaware limited liability company, and an affiliate of Oaktree Capital Management
Exchange ActThe Securities Exchange Act of 1934, as amended
Extension AgreementsThe CenterPoint Energy Extension Agreement, Houston Electric Extension Agreement, CERC Extension Agreement and SIGECO Extension Agreement
FACFuel Adjustment Clause
FASBFinancial Accounting Standards Board
GLOSSARY
February 2021 Winter Storm EventThe extreme and unprecedented winter weather event in February 2021 (also known as Winter Storm Uri) resulting in electricity generation supply shortages, including in Texas, and natural gas supply shortages and increased wholesale prices of natural gas in the United States, primarily due to prolonged freezing temperatures.
FERCFederal Energy Regulatory Commission
FitchFitch Ratings, Inc.
FPAFederal Power Act
GAAPGenerally Accepted Accounting Principles
General MortgageGeneral Mortgage Indenture, dated as of October 10, 2002, between CenterPoint Energy Houston Electric, LLC and JPMorgan Chase Bank, as Trustee, as supplemented from time to time
GHGGreenhouse gases
GRIPGas Reliability Infrastructure Program
GWhGigawatt-hours
HLPSAHazardous Liquid Pipeline Safety Act of 1979
Houston ElectricCenterPoint Energy Houston Electric, LLC and its subsidiaries
Houston Electric Credit AgreementSecond Amended and Restated Credit Agreement, dated December 6, 2022, by and among Houston Electric, as borrower, Mizuho Bank, Ltd., as administrative agent, the financial institutions as bank parties thereto and the other parties thereto
Houston Electric Extension AgreementExtension Agreement to the Houston Electric Credit Agreement, dated January 29, 2025, by and among Houston Electric, Mizuho Bank, Ltd., as administrative agent, and the banks party thereto
Human Capital and Compensation CommitteeHuman Capital and Compensation Committee of the Board
Hurricane BerylThe powerful and destructive storm that made landfall in Texas on July 8, 2024 and caused widespread damage to Houston Electric’s electric delivery system
HVACHeating, ventilation and air conditioning
IASInternational Accounting Standards
IBEWInternational Brotherhood of Electrical Workers
ICPAInter-Company Power Agreement
IDEMIndiana Department of Environmental Management
IGIntelligent Grid
Indiana ElectricOperations of SIGECO’s electric transmission and distribution services, and includes its power generating and wholesale power operations
Indiana GasIndiana Gas Company, Inc., a wholly-owned subsidiary of CERC Corp.
Indiana NorthGas operations of Indiana Gas
Indiana SouthGas operations of SIGECO
Indiana UtilitiesIndiana Electric, Indiana North and Indiana South, collectively
IRAInflation Reduction Act of 2022
IRPIntegrated Resource Plan
IRSInternal Revenue Service
IURCIndiana Utility Regulatory Commission
Junior Subordinated NotesJunior Subordinated Series A Notes, Junior Subordinated Series B Notes and Junior Subordinated Series C Notes
Junior Subordinated Notes IndentureJunior Subordinated Indenture, dated as of August 14, 2024, between CenterPoint Energy and The Bank of New York Mellon Trust Company, National Association, as trustee, as supplemented
Junior Subordinated Series A Notes7.000% Fixed-to-Fixed Reset Rate Junior Subordinated Notes, Series A, due 2055
Junior Subordinated Series B Notes6.850% Fixed-to-Fixed Reset Rate Junior Subordinated Notes, Series B, due 2055
Junior Subordinated Series C Notes6.700% Fixed-to-Fixed Reset Rate Junior Subordinated Notes, Series C, due 2055
kVKilovolt
LAMS Asset Purchase AgreementAsset Purchase Agreement, dated as of February 19, 2024, by and among CERC Corp. and the LAMS Buyers
GLOSSARY
LAMS BuyersDelta North Louisiana Gas Company, LLC, a Delaware limited liability company, Delta South Louisiana Gas Company, LLC, a Delaware limited liability company, Delta Mississippi Gas Company, LLC, a Delaware limited liability company, and Delta Energy Resources, LLC, a Delaware limited liability company
LDCLocal Distribution Company
LNGLiquefied natural gas
Load ShedCurtailing the amount of electricity a TDU can transmit and distribute to its customers
LTIPsLong-term incentive plans
M&DOTMortgage and Deed of Trust, dated November 1, 1944, between Houston Lighting and Power Company and Chase Bank of Texas, National Association (formerly, South Texas Commercial National Bank of Houston), as Trustee, as amended and supplemented
May 2024 Storm EventsThe sudden and destructive severe weather events in May 2024 that included hurricane-like winds and tornadoes and resulted in widespread damage to Houston Electric’s electric delivery system
MCRAMISO Cost and Revenue Adjustment
MDLMulti-district litigation
MGPManufactured gas plant
MISOMidcontinent Independent System Operator
MMBtuOne million British thermal units
MMcfMillion cubic feet
Moody’sMoody’s Investors Service, Inc.
MPUCMinnesota Public Utilities Commission
MvaMegavolt amperes
MWMegawatts
NAVNet asset value
NECANational Electrical Contractors Association
NERCNorth American Electric Reliability Corporation
NetflixNetflix, Inc.
NFGCNational Fuel Gas Company, a New Jersey corporation
NGANatural Gas Act of 1938
NGLsNatural gas liquids
NGPANatural Gas Policy Act of 1978
NGPSANatural Gas Pipeline Safety Act of 1968
NOLsNet operating losses
NRGNRG Energy, Inc.
NYSENew York Stock Exchange
OBBBATax reform legislation informally known as the One Big Beautiful Bill Act
Ohio Securities Purchase AgreementSecurities Purchase Agreement, dated as of October 20, 2025, by and between CERC Corp. and NFGC
OPEIUOffice & Professional Employees International Union
OridenOriden LLC
OrigisOrigis Energy USA Inc.
OUCCIndiana Office of Utility Consumer Counselor
OVECOhio Valley Electric Corporation
PHMSAPipeline and Hazardous Materials Safety Administration
PIPES ActProtecting Our Infrastructure of Pipelines and Enhancing Safety Act of 2020
Posey SolarPosey Solar, LLC, a Delaware limited liability company
PPAPower purchase agreement
PRPsPotentially responsible parties
PTCsProduction Tax Credits
PUCOPublic Utilities Commission of Ohio
PUCTPublic Utility Commission of Texas
GLOSSARY
Railroad CommissionRailroad Commission of Texas
RCRAResource Conservation and Recovery Act of 1976
RegistrantEach of CenterPoint Energy, Inc., CenterPoint Energy Houston Electric, LLC and CenterPoint Energy Resources Corp.
Reliant EnergyReliant Energy, Incorporated
REPRetail electric provider
Restoration Bond Company IICenterPoint Energy Restoration Bond Company II, LLC, a wholly-owned subsidiary of Houston Electric
Restoration Bond Company II Securitization BondsRestoration Bond Company II’s Series 2025-A Senior Secured System Restoration Bonds
Restoration Bond Company IIICenterPoint Energy Restoration Bond Company III, LLC, a wholly-owned subsidiary of Houston Electric
RestructuringCERC Corp.’s common control acquisition of Indiana Gas and CEOH from VUH on June 30, 2022
ROEReturn on equity
ROURight of use
S&PS&P Global Ratings, a division of S&P Global Inc.
Scope 1 emissionsDirect source of GHG emissions from a company’s operations
Scope 2 emissionsIndirect source of GHG emissions from a company’s energy usage
Scope 3 emissionsIndirect source of GHG emissions from a company’s end-users
SECSecurities and Exchange Commission
Securities ActThe Securities Act of 1933, as amended
Securitization BondsTransition and system restoration bonds issued by the Bond Companies and SIGECO Securitization Bonds issued by the SIGECO Securitization Subsidiary
Seller Note AgreementSeller Note Agreement by and between CERC Corp. and NFGC to be entered into at the closing of the proposed sale of all of the issued and outstanding equity interests in CEOH to NFGC contemplated by the Ohio Securities Purchase Agreement
Series A Preferred StockCenterPoint Energy’s previously outstanding Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock, par value $0.01 per share, with a liquidation preference of $1,000 per share
Series 2025B BondsSIGECO’s 5.09% First Mortgage Bonds, Series 2025B, Tranche A due 2031 and it’s 5.52% First Mortgage Bonds, Series 2025B, Tranche B due 2035
Series 2025C BondsSIGECO’s 5.77% First Mortgage Bonds, Series 2025C, Tranche A due 2040 and it’s 6.18% First Mortgage Bonds, Series 2025C, Tranche B due 2055
SIGECOSouthern Indiana Gas and Electric Company, a wholly-owned subsidiary of Vectren
SIGECO Credit AgreementCredit Agreement, dated as of December 6, 2022, by and among SIGECO, as borrower, Wells Fargo Bank, National Association, as administrative agent, the financial institutions as banks parties thereto and the other parties thereto
SIGECO Extension AgreementExtension Agreement to the SIGECO Credit Agreement, dated as of January 29, 2025, by and among SIGECO, Wells Fargo Bank, National Association, as administrative agent and the banks party thereto
SIGECO Securitization BondsSIGECO Securitization Subsidiary’s Series 2023-A Senior Secured Securitization Bonds
SIGECO Securitization SubsidiarySIGECO Securitization I, LLC, a direct, wholly-owned subsidiary of SIGECO
SOFRSecured Overnight Financing Rate
SRCSales Reconciliation Component
SRPThe transmission and distribution system resiliency plan filed by Houston Electric with the PUCT on January 31, 2025, which proposes investing approximately $5.75 billion over a three-year period for transmission and distribution infrastructure, information technology and cybersecurity assets and event response capability
TBDTo be determined
TCATexas Consumer Association
TCJATax reform legislation informally called the Tax Cuts and Jobs Act of 2017
TCOSTransmission Cost of Service
TCRFTransmission Cost Recovery Factor
TDSICTransmission, Distribution and Storage System Improvement Charge
TDUTransmission and distribution utility
GLOSSARY
TEEEFAssets leased or costs incurred as “temporary emergency electric energy facilities” under Section 39.918 of the Public Utility Regulatory Act, also referred to as temporary generation
TEEEF RuleTexas Administrative Code, Title 16, Section 25.56, which became effective January 8, 2025 and was further amended on February 6, 2025
Texas RETexas Reliability Entity
Transition Bond Company IVCenterPoint Energy Transition Bond Company IV, LLC, a wholly-owned subsidiary of Houston Electric
TSATransportation Security Administration
USWUnited Steelworkers Union
UWUAUtility Workers Union of America
Utility HoldingUtility Holding, LLC, a wholly-owned subsidiary of CenterPoint Energy
VectrenVectren, LLC, which converted its corporate structure from Vectren Corporation to a limited liability company on June 30, 2022, a wholly-owned subsidiary of CenterPoint Energy as of February 1, 2019, and, after the Restructuring, is held indirectly by CenterPoint Energy through Vectren Affiliated Utilities, Inc.
Vectren Energy ServicesVectren Energy Services Corporation, an Indiana corporation and a wholly-owned subsidiary of CenterPoint Energy
VIEVariable interest entity
Vistra Energy Corp.Texas-based energy company focused on the competitive energy and power generation markets.
VRPVoluntary Remediation Program
WBDWarner Bros. Discovery, Inc.
WBD CommonWarner Bros. Discovery, Inc. Series A common stock
ZENS2.0% Zero-Premium Exchangeable Subordinated Notes due 2029
ZENS-Related SecuritiesAs of December 31, 2025 and December 31, 2024, consisted of AT&T Common, Charter Common and WBD Common
2026 Convertible NotesCenterPoint Energy’s 4.25% Convertible Senior Notes due 2026
2026 Convertible Notes IndentureIndenture dated as of August 4, 2023 by and between CenterPoint Energy and The Bank of New York Mellon Trust Company, National Association, as trustee, as supplemented
2028 Convertible NotesCenterPoint Energy’s 3.00% Convertible Senior Notes due 2028
2028 Convertible Notes IndentureIndenture, dated as of July 31, 2025, by and between CenterPoint Energy and The Bank of New York Mellon Trust Company, National Association, as trustee

TABLE OF CONTENTS

PART I
Page
Item 1.Business1
Item 1A.Risk Factors19
Item 1B.Unresolved Staff Comments44
Item 1C.Cybersecurity44
Item 2.Properties45
Item 3.Legal Proceedings49
Item 4.Mine Safety Disclosures49
PART II
Item 5.Market for Registrants’ Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities50
Item 6.[Reserved]50
Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations50
Item 7A.Quantitative and Qualitative Disclosures About Market Risk87
Item 8.Financial Statements and Supplementary Data90
Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure180
Item 9A.Controls and Procedures180
Item 9B.Other Information183
Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections183
PART III
Item 10.Directors, Executive Officers and Corporate Governance183
Item 11.Executive Compensation183
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters183
Item 13.Certain Relationships and Related Transactions, and Director Independence183
Item 14.Principal Accounting Fees and Services183
PART IV
Item 15.Exhibits and Financial Statement Schedules185

i

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

From time to time the Registrants make statements concerning their expectations, beliefs, plans, objectives, goals, strategies, future events or performance and underlying assumptions and other statements that are not historical facts. These statements are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those expressed or implied by these statements. You can generally identify forward-looking statements by the words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,” “goal,” “intend,” “may,” “objective,” “plan,” “potential,” “predict,” “projection,” “should,” “target,” “will” or other similar words.

The Registrants have based their forward-looking statements on management’s beliefs and assumptions based on information reasonably available to management at the time the statements are made. The Registrants caution you that assumptions, beliefs, expectations, intentions and projections about future events may and often do vary materially from actual results. Therefore, the Registrants cannot assure you that actual results will not differ materially from those expressed or implied by the Registrants’ forward-looking statements. In this Form 10-K, unless context requires otherwise, the terms “our,” “we” and “us” are used as abbreviated references to CenterPoint Energy, Inc. together with its consolidated subsidiaries, including Houston Electric, CERC and SIGECO.

Some of the factors that could cause actual results to differ from those expressed or implied by the Registrants’ forward-looking statements are described under “Risk Factors” in Item 1A and “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Certain Factors Affecting Future Earnings” and “ — Liquidity and Capital Resources — Other Matters — Other Factors That Could Affect Cash Requirements” in Item 7 of Part II of this report, which discussions are incorporated herein by reference.

You should not place undue reliance on forward-looking statements. Each forward-looking statement speaks only as of the date of the particular statement, and, other than as required under applicable securities laws, the Registrants undertake no obligation to update or revise any forward-looking statements.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.