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Item 6. EXHIBITS

25K characters. Original on sec.gov ·

Item 6. EXHIBITS

Exhibits filed herewith are designated by a cross (†); all exhibits not so designated are incorporated by reference to a prior filing as indicated. Agreements included as exhibits are included only to provide information to investors regarding their terms. Agreements listed below may contain representations, warranties and other provisions that were made, among other things, to provide the parties thereto with specified rights and obligations and to allocate risk among them, and no such agreement should be relied upon as constituting or providing any factual disclosures about the Registrants, any other persons, any state of affairs or other matters.

Pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K, the Registrants have not filed as exhibits to this combined Form 10-Q certain long-term debt instruments, including indentures, under which the total amount of securities authorized does not exceed 10% of the total assets of the Registrants and its subsidiaries on a consolidated basis. The Registrants hereby agree to furnish a copy of any such instrument to the SEC upon request.

Exhibit NumberDescriptionReport or Registration StatementSEC File or Registration NumberExhibit ReferenceCenterPoint EnergyHouston ElectricCERC
2.1*Agreement and Plan of Merger, dated as of April 21, 2018, by and among Vectren Corporation, CenterPoint Energy, Inc. and Pacer Merger Sub, Inc.CenterPoint Energy’s Form 8-K dated April 21, 20181-314472.1x
2.2*Securities Purchase Agreement, dated as of February 3, 2020, by and among Vectren Utility Services, Inc., PowerTeam Services, LLC and, solely for purposes of Section 10.17 of the Securities Purchase Agreement, Vectren CorporationCenterPoint Energy’s Form 8-K dated February 3, 20201-314472.1x
2.3*Equity Purchase Agreement, dated as of February 24, 2020, by and between CERC Corp. and Athena Energy Services Buyer, LLCCenterPoint Energy’s Form 8-K dated February 24, 20201-314472.1xx
2.4*Asset Purchase Agreement, by and between CenterPoint Energy Resources Corp. and Southern Col Midco, LLC, dated as of April 29, 2021CenterPoint Energy’s Form 10-Q for the quarter ended March 31, 20211-314472.4xx
3.1Restated Articles of Incorporation of CenterPoint EnergyCenterPoint Energy’s Form 8-K dated July 24, 20081-314473.2x

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Exhibit NumberDescriptionReport or Registration StatementSEC File or Registration NumberExhibit ReferenceCenterPoint EnergyHouston ElectricCERC
3.2Restated Certificate of Formation of Houston ElectricHouston Electric’s Form 10-Q for the quarter ended June 30, 20111-31873.1x
3.3Certificate of Incorporation of RERC Corp.CERC Form 10-K for the year ended December 31, 19971-132653(a)(1)x
3.4Certificate of Merger merging former NorAm Energy Corp. with and into HI Merger, Inc. dated August 6, 1997CERC Form 10-K for the year ended December 31, 19971-132653(a)(2)x
3.5Certificate of Amendment changing the name to Reliant Energy Resources Corp.CERC Form 10-K for the year ended December 31, 19981-132653(a)(3)x
3.6Certificate of Amendment changing the name to CenterPoint Energy Resources Corp.CERC Form 10-Q for the quarter ended June 30, 20031-132653(a)(4)x
3.7Third Amended and Restated Bylaws of CenterPoint EnergyCenterPoint Energy’s Form 8-K dated February 21, 20171-314473.1x
3.8Amended and Restated Limited Liability Company Agreement of Houston ElectricHouston Electric’s Form 10-Q for the quarter ended June 30, 20111-31873.2x
3.9Bylaws of RERC Corp.CERC Form 10-K for the year ended December 31, 19971-132653(b)x
3.10Statement of Resolutions Deleting Shares Designated Series A Preferred Stock of CenterPoint EnergyCenterPoint Energy’s Form 10-K for the year ended December 31, 20111-314473(c)x
3.11Statement of Resolution Establishing Series of Shares Designated Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock of CenterPoint EnergyCenterPoint Energy’s Form 8-K dated August 22, 20181-314473.1x
3.12Statement of Resolution Establishing Series of Shares designated 7.00% Series B Mandatory Convertible Preferred Stock of CenterPoint EnergyCenterPoint Energy’s Form 8-K dated September 25, 20181-314473.1x
3.13Statement of Resolution Establishing Series of Shares designated Series C Mandatory Convertible Preferred Stock of CenterPoint Energy, Inc., filed with the Secretary of State of the State of Texas and effective May 7, 2020CenterPoint Energy’s Form 8-K dated May 6, 20201-314473.1x
4.1Form of CenterPoint Energy Stock CertificateCenterPoint Energy’s Registration Statement on Form S-43-695024.1x
4.2Form of Certificate representing the Series A Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock of CenterPoint EnergyCenterPoint Energy’s Form 8-K dated August 22, 20181-314474.1x
4.3Amended and Restated Indenture of Mortgage and Deed of Trust dated as of January 1, 2023, between Southern Indiana Gas and Electric Company and Deutsche Bank Trust Company Americas, as TrusteeCenterPoint Energy’s Form 8-K dated January 30, 20231-3144710.2x
4.4First Supplemental Indenture to Exhibit 4.3 dated as of March 15, 2023CenterPoint Energy’s Form 8-K dated March 15, 20231-314474.2x
4.5Indenture dated as of February 1, 1998, between CenterPoint Energy Resources Corp. (formerly NorAm Energy Corp.) and The Bank of New York Mellon Trust Company, National Association (successor to JPMorgan Chase Bank, National Association (formerly Chase Bank of Texas), as trusteeCERC Form 8-K dated February 5, 19981-132654.1x
†4.6Supplemental Indenture No. 23 dated as of February 23, 2023, to Exhibit 4.5x

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Exhibit NumberDescriptionReport or Registration StatementSEC File or Registration NumberExhibit ReferenceCenterPoint EnergyHouston ElectricCERC
4.7General Mortgage Indenture, dated as of October 10, 2002, between Houston Electric and the TrusteeHouston Electric’s Form 10-Q for the quarter ended September 30, 20021-31874(j)(1)x
4.8Ninth Supplemental Indenture, dated as of November 12, 2002, to Exhibit 4.7CenterPoint Energy’s Form 10-K for the year ended December 31, 20021-314474(e)(10)x
4.9Twentieth Supplemental Indenture, dated as of December 9, 2008, to Exhibit 4.7Houston Electric’s Form 8-K filed on January 9, 20091-31874.2x
4.10Thirty-Third Supplemental Indenture, dated as of March 23, 2023, to Exhibit 4.7Houston Electric’s Form 8-K dated March 20, 20231-31874.4x
†4.11Officer’s Certificate, dated as of March 23, 2023x
4.12Supplemental Indenture dated as of January 1, 2023, between Southern Indiana Gas and Electric Company and Deutsche Bank Trust Company Americas, as TrusteeCenterPoint Energy’s Form 8-K dated January 30, 20231-3144710.1x
10.1Form of Performance Award Agreement for the President and Chief Operating OfficerCenterPoint Energy’s Form 10-K for the year ended December 31, 20221-3144710(ee)(9)x
10.2Form of Restricted Stock Unit Award Agreement for President and Chief Operating Officer (with Performance Goals)CenterPoint Energy’s Form 10-K for the year ended December 31, 20221-3144710(ee)(10)x
10.3$500,000 Term Loan Agreement dated as of February 16, 2023 among CenterPoint Energy Resources Corp., as Borrower, Mizuho Bank, Ltd., as Administrative Agent, and the banks named thereinCenterPoint Energy’s Form 10-K for the year ended December 31, 20221-3144710(kk)x
10.4Separation and Release Agreement between CenterPoint Energy, Inc. and Scott E. Doyle, dated February 17, 2023CenterPoint Energy’s Form 8-K/A dated January 3, 20231-3144710.1xxx
10.5Christopher A. Foster Offer LetterCenterPoint Energy’s Form 8-K dated March 15, 20231-3144710.1xxx
10.6Form of Restricted Stock Unit Award AgreementCenterPoint Energy’s Form 8-K dated March 15, 20231-3144710.2x
10.7Bond Purchase Agreement dated March 15, 2023 among Southern Indiana Gas and Electric Company and the purchasers listed on Schedule B theretoCenterPoint Energy’s Form 8-K dated March 15, 20231-3144710.1x
10.8$250,000,000 Term Loan Agreement dated as of March 21, 2023 among CenterPoint Energy, Inc. as borrower, JPMorgan Chase Bank, N.A., as administrative agent, and the banks party theretoCenterPoint Energy’s Form 8-K dated March 21, 20231-3144710.1x
†31.1.1Rule 13a-14(a)/15d-14(a) Certification of David J. Lesarx
†31.1.2Rule 13a-14(a)/15d-14(a) Certification of Jason P. Wellsx
†31.1.3Rule 13a-14(a)/15d-14(a) Certification of Jason P. Wellsx
†31.2.1Rule 13a-14(a)/15d-14(a) Certification of Jason P. Wellsx
†32.1.1Section 1350 Certification of David J. Lesarx
†32.1.2Section 1350 Certification of Jason P. Wellsx
†32.1.3Section 1350 Certification of Jason P. Wellsx
†32.2.1Section 1350 Certification of Jason P. Wellsx

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Exhibit NumberDescriptionReport or Registration StatementSEC File or Registration NumberExhibit ReferenceCenterPoint EnergyHouston ElectricCERC
†101.INSInline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL documentxxx
†101.SCHInline XBRL Taxonomy Extension Schema Documentxxx
†101.CALInline XBRL Taxonomy Extension Calculation Linkbase Documentxxx
†101.DEFInline XBRL Taxonomy Extension Definition Linkbase Documentxxx
†101.LABInline XBRL Taxonomy Extension Labels Linkbase Documentxxx
†101.PREInline XBRL Taxonomy Extension Presentation Linkbase Documentxxx
†104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)xxx
*Schedules to this agreement have been omitted pursuant to Items 601(a)(5) and 601(b)(2) of Regulation S-K. A copy of any omitted schedules will be furnished supplementally to the SEC upon request; provided, however, that the parties may request confidential treatment pursuant to Rule 24b-2 of the Exchange Act for any document so furnished.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

CENTERPOINT ENERGY, INC.
CENTERPOINT ENERGY HOUSTON ELECTRIC, LLC
CENTERPOINT ENERGY RESOURCES CORP.
By:/s/ Kara Gostenhofer Ryan
Kara Gostenhofer Ryan
Vice President and Chief Accounting Officer

Date: April 27, 2023

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