A Dark Vector Cognition product

Cover and table of contents

46K characters. Original on sec.gov · Markdown

Cover and table of contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549


FORM 10-Q

(Mark One)
☑QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2026

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM __________________ TO __________________

Commission file number 1-31447

CenterPoint Energy, Inc.

(Exact name of registrant as specified in its charter)

Texas74-0694415
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
1111 LouisianaHoustonTexas77002
(Address of Principal Executive Offices)(Zip Code)

(713) 207-1111

Registrant's telephone number, including area code

Commission file number 1-3187

CenterPoint Energy Houston Electric, LLC

(Exact name of registrant as specified in its charter)

Texas22-3865106
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
1111 LouisianaHoustonTexas77002
(Address of Principal Executive Offices)(Zip Code)

(713) 207-1111

Registrant's telephone number, including area code

Commission file number 1-13265

CenterPoint Energy Resources Corp.

(Exact name of registrant as specified in its charter)

Delaware76-0511406
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
1111 LouisianaHoustonTexas77002
(Address of Principal Executive Offices)(Zip Code)

(713) 207-1111

Registrant's telephone number, including area code

Securities registered pursuant to Section 12(b) of the Act:
RegistrantTitle of each classTrading SymbolName 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

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.YesþNoo
CenterPoint Energy Houston Electric, LLCYesþNoo
CenterPoint Energy Resources Corp.YesþNoo

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.YesþNoo
CenterPoint Energy Houston Electric, LLCYesþNoo
CenterPoint Energy Resources Corp.YesþNoo

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 Exchange Act. 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☐Noþ
CenterPoint Energy Houston Electric, LLCYes☐Noþ
CenterPoint Energy Resources Corp.Yes☐Noþ

Indicate the number of shares outstanding of each of the issuers’ classes of common stock as of April 15, 2026:

CenterPoint Energy, Inc.654,169,480shares 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 Instructions H(1)(a) and (b) of Form 10-Q and are therefore filing this form with the reduced disclosure format specified in General Instruction H(2) of Form 10-Q.

TABLE OF CONTENTS

PART I.FINANCIAL INFORMATION
Item 1.Financial Statements1
CenterPoint Energy, Inc. and Subsidiaries Financial Statements (Unaudited)1
CenterPoint Energy Houston Electric, LLC and Subsidiaries Financial Statements (Unaudited)6
CenterPoint Energy Resources Corp. and Subsidiaries Financial Statements (Unaudited)10
Combined Notes to Interim Condensed Financial Statements (Unaudited)15
(1) Background and Basis of Presentation15
(2) Accounting Policies and Recent Accounting Pronouncements16
(3) Held for Sale, Divestitures and Acquisition (CenterPoint Energy and CERC)17
(4) Revenue19
(5) Employee Benefit Plans20
(6) Regulatory Matters21
(7) Fair Value Measurements25
(8) Equity Securities and Indexed Debt Securities (ZENS) (CenterPoint Energy)26
(9) Short-term Borrowings and Long-term Debt27
(10) Income Taxes30
(11) Commitments and Contingencies30
(12) Earnings Per Share (CenterPoint Energy)36
(13) Reportable Segments36
(14) Related Party Transactions (Houston Electric and CERC)39
(15) Equity (CenterPoint Energy)40
(16) Subsequent Events41
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations42
Recent Events42
Consolidated Results of Operations43
Results of Operations by Reportable Segment44
Certain Factors Affecting Future Earnings52
Liquidity and Capital Resources52
Item 3.Quantitative and Qualitative Disclosures about Market Risk61
Item 4.Controls and Procedures62
PART II.OTHER INFORMATION
Item 1.Legal Proceedings62
Item 1A.Risk Factors62
Item 5.Other Information62
Item 6.Exhibits62
Signatures65

i

GLOSSARY
AFUDCAllowance for funds used during construction
AIArtificial intelligence
AROAsset retirement obligation
ARPAlternative revenue program
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
BoardBoard of Directors of CenterPoint Energy, Inc.
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 and system restoration bonds
CAMTCorporate Alternative Minimum Tax
CCRCoal Combustion Residuals
CECAClean Energy Cost Adjustment
CEIPCenterPoint Energy Intrastate Pipelines, LLC, a wholly-owned subsidiary of CERC Corp.
CenterPoint EnergyCenterPoint Energy, Inc., and its subsidiaries
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 Corp.CenterPoint Energy Resources Corp.
Charter CommonCharter Communications, Inc. common stock
CIPConservation Improvement Program
CODMChief Operating Decision Maker, who is each Registrant’s Chief Operating Executive
Common StockCenterPoint Energy, Inc. common stock, par value $0.01 per share
CPCNCertificate of Public Convenience and Necessity
CPS EnergyCity Public Service Board of San Antonio, Texas
CSIACompliance and System Improvement Adjustment
DCRFDistribution Cost Recovery Factor
DRRDistribution Replacement Rider
DSMADemand Side Management Adjustment
ECAEnvironmental Cost Adjustment
EDITExcess deferred income taxes
EECRFEnergy Efficiency Cost Recovery Factor
EEFCEnergy Efficiency Funding Component
EEFREnergy Efficiency Funding Rider
Energy Systems GroupEnergy Systems Group, LLC, previously a wholly-owned subsidiary of Vectren
EPAEnvironmental Protection Agency
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
ESG Holdings GroupESG Holdings Group, LLC, a Delaware limited liability company, and an affiliate of Oaktree Capital Management

ii

GLOSSARY
Exchange ActThe Securities Exchange Act of 1934, as amended
February 2021 Winter Storm EventThe extreme and unprecedented winter weather event in February 2021 (Winter Storm Uri) that resulted 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
FASBFinancial Accounting Standards Board
FERCFederal Energy Regulatory Commission
FitchFitch Ratings, Inc.
Form 10-QQuarterly Report on Form 10-Q
GAAPGenerally Accepted Accounting Principles
General MortgageGeneral Mortgage Indenture, dated as of October 10, 2002, between Houston Electric and JPMorgan Chase Bank, as Trustee, as supplemented
GHGGreenhouse gas
GRIPGas Reliability Infrastructure Program
GWhGigawatt-hours
Houston ElectricCenterPoint Energy Houston Electric, LLC and its subsidiaries
Hurricane BerylThe powerful and destructive storm that made landfall in Texas on July 8, 2024 and caused widespread damage to Houston Electric’s electric system
IDEMIndiana Department of Environmental Management
Indiana ElectricOperations of SIGECO’s electric transmission and distribution services, and includes its power generating and wholesale power operations
Indiana GasIndiana Gas Company, Inc., formerly a wholly-owned subsidiary of Vectren, acquired by CERC on June 30, 2022
Indiana NorthGas operations of Indiana Gas
Indiana SouthGas operations of SIGECO
Interim Condensed Financial StatementsUnaudited condensed consolidated interim financial statements and combined notes
IRAInflation Reduction Act of 2022
IRPIntegrated Resource Plan
IRSInternal Revenue Service
IURCIndiana Utility Regulatory Commission
kWKilowatt
LAMS Asset Purchase AgreementAsset Purchase Agreement, dated as of February 19, 2024, by and among CERC Corp. and the LAMS Buyers
LAMS BuyersDelta North Louisiana Gas Company, LLC (f/k/a Delta Utilities No. LA, LLC), a Delaware limited liability company, Delta South Louisiana Gas Company, LLC (f/k/a Delta Utilities S. LA, LLC), a Delaware limited liability company, Delta Mississippi Gas Company, LLC (f/k/a Delta Utilities MS, LLC), a Delaware limited liability company, and Delta Energy Resources, LLC (f/k/a Delta Shared Services Co., LLC), a Delaware limited liability company
LDCLocal distribution company
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
MDLMulti-district litigation
MGPManufactured gas plant
MISOMidcontinent Independent System Operator
Moody’sMoody’s Investors Service, Inc.
MWMegawatt(s)
NERCNorth American Electric Reliability Corporation
NFGCNational Fuel Gas Company, a New Jersey corporation
NRGNRG Energy, Inc.
NYSENew York Stock Exchange
OBBBAOne Big Beautiful Bill Act of 2025
Ohio Securities Purchase AgreementSecurities Purchase Agreement, dated as of October 20, 2025, by and between CERC Corp. and NFGC
OrigisOrigis Energy USA Inc.
OUCCIndiana Office of Utility Consumer Counselor

iii

GLOSSARY
Posey SolarPosey Solar, LLC, a special purpose entity
PPAPower purchase agreement
PRPPotentially responsible party
PTCsProduction Tax Credits
PUCOPublic Utilities Commission of Ohio
PUCTPublic Utility Commission of Texas
Railroad CommissionRailroad Commission of Texas
RegistrantEach of CenterPoint Energy, Inc., CenterPoint Energy Houston Electric, LLC and CenterPoint Energy Resources Corp.
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
Restoration Bond Company III Securitization BondsRestoration Bond Company III’s Series 2026-A Senior Secured System Restoration Bonds
S&PS&P Global Ratings
SECSecurities and Exchange Commission
Securities ActThe Securities Act of 1933, as amended
Securitization BondsTransition bonds issued by Transition Bond Company IV, system restoration bonds issued by Restoration Bond Company II and Restoration Bond Company III 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
SIGECOSouthern Indiana Gas and Electric Company, a wholly-owned subsidiary of Vectren
SIGECO Securitization BondsSIGECO Securitization Subsidiary’s Series 2023-A Senior Secured Securitization Bonds relating to the securitization of qualified costs in connection with the retirement of SIGECO’s A.B. Brown Units 1 and 2 coal-fired generation facilities
SIGECO Securitization SubsidiarySIGECO Securitization I, LLC, a direct, wholly-owned subsidiary of SIGECO
SOAHTexas State Office of Administrative Hearings
SOFRSecured Overnight Financing Rate
SRCSales Reconciliation Component
TBDTo be determined
TCATexas Consumer Association
TCOSTransmission Cost of Service
TCRFTransmission Cost Recovery Factor
TDSICTransmission, Distribution and Storage System Improvement Charge
TDUTransmission and distribution utility
TEEEFAssets leased or costs incurred as “temporary emergency electric energy facilities” under the Public Utility Regulatory Act Section 39.918, also referred to as temporary generation
TEEEF RuleTexas Administrative Code, Title 16, Section 25.56, which became effective January 8, 2025 and refined the scope of TEEEF filings that can be made pursuant to Public Utility Regulatory Act Section 39.918
Transition Bond Company IVCenterPoint Energy Transition Bond Company IV, LLC, a wholly-owned subsidiary of Houston Electric
Transition Services AgreementTransition Services Agreement, dated as of March 31, 2025, by and among CenterPoint Energy Resources Corp., Delta North Louisiana Gas Company, LLC, Delta South Louisiana Gas Company, LLC, Delta Mississippi Gas Company, LLC, and Delta Energy Resources, LLC
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
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

iv

GLOSSARY
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 March 31, 2026 and December 31, 2025, consisted of AT&T Common, Charter Common and WBD Common
2025 Form 10-KAnnual Report on Form 10-K for the fiscal year ended December 31, 2025 as filed with the SEC on February 19, 2026
2026 Convertible NotesCenterPoint Energy’s 4.25% Convertible Senior Notes due 2026
2029 Convertible NotesCenterPoint Energy’s 2.875% Convertible Senior Notes due 2029
2029 Convertible Notes IndentureIndenture, dated as of February 26, 2026, by and between CenterPoint Energy and The Bank of New York Mellon Trust Company, National Association, as trustee

v

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 combined Form 10-Q, 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.

The following are some of the factors that could cause actual results to differ from those expressed or implied by the Registrants’ forward-looking statements and apply to all Registrants unless otherwise indicated:

  • The business strategies and strategic initiatives, restructurings, joint ventures and acquisitions or dispositions of assets or businesses involving us or our industry, including the ability to successfully complete such strategies, initiatives, transactions or plans on the timelines we expect or at all, such as the announced sale of our Ohio natural gas LDC business, which we cannot assure will have the anticipated benefits to us;

  • industrial, commercial and residential growth in our service territories and changes in market demand and energy consumption, including in relation to the expansion of data centers (associated with, among other things, increasing demand for AI), energy refining and exports, advanced manufacturing and logistics, as well as the effects of energy efficiency measures, technological advances and demographic patterns, and our ability to appropriately estimate/forecast and effectively manage such demand and the business opportunities and projects relating to such matters as well as obtain the anticipated benefits, including relating to customer affordability, associated with such growth;

  • our ability to fund and invest planned capital and the timely recovery of our investments, including the timing of and amounts sought for those related to our 10-year capital plan;

  • our ability to execute and complete our planned capital projects and programs, including those within our 10-year capital plan, in a timely and cost-effective manner and within budget, obtain the anticipated benefits of such projects, and manage costs and impacts of such projects on customer affordability;

  • our ability to successfully construct, operate, repair, maintain, replace and restart electric generating facilities, natural gas facilities, TEEEF and electric transmission facilities, as applicable, including in the event of an outage and in relation to complying with applicable environmental, reliability and safety standards;

  • timely and appropriate rate actions that allow and authorize timely recovery of costs and a reasonable return on investment, including the timing of and amounts sought for recovery of Houston Electric’s applicable TEEEF leases and restoration costs relating to, among other things, Hurricane Beryl, and requested or favorable adjustments to rates and approval of other requested items as part of base rate proceedings or interim rate mechanisms;

  • the timing and success of, and our ability to obtain approval for matters relating to, Houston Electric’s release of its large TEEEF units to the San Antonio area, proposed removal of its medium TEEEF units, reduction of its TEEEF fleet capacity and reduction of rates to reflect the removal of the large and medium TEEEF units from Houston Electric’s TEEEF fleet, as well as Houston Electric’s ability to complete one or more other future transactions involving the large and medium TEEEF units on acceptable terms and conditions within the anticipated timeframe;

  • economic conditions in regional and national markets, including economic uncertainty and volatility, potential for recession, changes to and increases in inflation and interest rates, and their effect on sales, prices and costs;

  • severe weather events, natural disasters and other climate-related impacts, including the impact of severe weather events on operations, capital, legislation and/or regulations, such as seen in connection with the February 2021 Winter Storm Event, the May 2024 Storm Events and Hurricane Beryl;

  • volatility in the markets for natural gas as a result of, among other factors, inflation, adverse weather conditions, supply and demand changes, availability of competitively priced alternative energy sources, political and geopolitical instability, commodity production levels and storage capacity, energy and environmental legislation and regulation and economic and financial market conditions;

  • non-payment for our services due to financial distress of our customers and the ability of our customers, including REPs, to satisfy their obligations to CenterPoint Energy, Houston Electric and CERC, and the negative impact on such ability related to adverse economic conditions and severe weather events;

vi

  • public health threats, and their effect on our operations, business and financial condition, our industries and the communities we serve, U.S. and world financial markets and supply chains, potential regulatory actions and changes in customer and stakeholder behavior relating thereto;

  • federal, state and local legislative, executive and regulatory actions or developments affecting various aspects of our businesses, including, among others, any actions resulting from Hurricane Beryl, energy deregulation or re-regulation, pipeline integrity and safety, actions relating to our facilities and changes in regulation, legislation and governmental action pertaining to the utility model, trade (including tariffs, bans, retaliatory trade measures taken against the United States or related governmental action), the implementation of budget and spending cuts to federal government agencies and programs, effects of government shutdowns, policies incentivizing or disincentivizing the development or utilization of alternative sources of generation (including distributed generation), health care, finance and actions regarding the rates charged by our regulated businesses;

  • disruptions to the global supply chain, inflation, labor shortages and scarcity of certain materials, including as a result of changes in U.S. and foreign trade policy, economic uncertainty, regulatory and policy instability, political and geopolitical uncertainty and instability, including the conflict involving Iran, severe weather and other catastrophic events, changes in laws, executive orders, legislation and other governmental action, increased competition for skilled labor and increases in demand for electricity, that could prevent CenterPoint Energy from securing the resources and labor needed to, among other things, fully execute on its strategy and 10-year capital plan, and otherwise impact the affordability of our rates for our customers;

  • operations and maintenance costs, our ability to control such costs and cost-related impacts on the affordability of our rates for our customers;

  • our ability to timely obtain and maintain necessary land rights, licenses, permits, easements and approvals from landowners and local, federal and other regulatory authorities on acceptable terms and resolve disputes or third-party challenges to such licenses, permits or approvals as applicable;

  • direct or indirect effects on our facilities, resources, operations, reputation and financial condition resulting from terrorism, vandalism, cyberattacks or intrusions, data security breaches or other security incidents, threats or attempts to disrupt our businesses or the businesses of supply chain stakeholders (including by foreign actors), or other catastrophic events such as fires, earthquakes, explosions, leaks, floods, droughts, hurricanes, tornadoes, derecho events, ice storms and other severe weather events, wildfires, pandemic health events, geopolitical conflict, civil unrest or other occurrences;

  • the impact of negative opinions of us or our utility services that our customers, investors, legislators, regulators, creditors, rating agencies or other stakeholders may have or develop, which could result from a variety of factors, including actual or perceived failures in system reliability and safety, the speed of our response to service interruptions, rates and customer affordability, our ability to successfully execute our capital plan, media coverage and actions by third parties;

  • damages to our network, facilities and systems, including as a result of wildfires, as well as to third-party property resulting in outages or shortages in our service territories, and losses in excess of insurance liability coverage;

  • tax legislation and guidance and any changes in tax laws under the current or future administrations, including any further changes to or clarification of the IRA or the OBBBA, and any potential changes to tax rates, CAMT imposed, tax credits and/or interest deductibility, as well as uncertainties involving state commissions’ and local municipalities’ regulatory requirements and determinations regarding the treatment of EDIT and our rates;

  • our ability to mitigate weather impacts through normalization or rate mechanisms, and the effectiveness of such mechanisms;

  • actions by credit rating agencies, including any potential downgrades to credit ratings;

  • local, state and federal legislative, executive and regulatory actions or developments relating to the environment, including, among others, those related to global climate risk, air emissions, GHG emissions, carbon emissions, wastewater discharges and the handling and disposal of CCR that could impact operations, cost recovery of generation plant costs and related assets, and CenterPoint Energy’s energy transition goals;

  • the impact of unplanned facility outages or other closures;

  • the sufficiency of our insurance coverage, including availability, cost, coverage and terms and ability to recover claims;

  • impacts from CenterPoint Energy’s pension and postretirement benefit plans, such as the investment performance and increases to net periodic costs as a result of plan settlements and changes in assumptions, including discount rates;

  • changes in interest rates and their impact on costs of borrowing and the valuation of CenterPoint Energy’s pension benefit obligation;

  • commercial bank and financial market conditions, including disruptions in the banking industry, our access to capital, the cost of such capital, the results of our financing and refinancing efforts, including availability of funds in the capital markets, and impacts on our vendors, customers and suppliers;

  • inability of various counterparties to meet their obligations to us;

  • the extent and effectiveness of our risk management activities;

vii

  • timely and appropriate regulatory actions, which include actions allowing requested securitization for any hurricanes or other severe weather events, such as Hurricane Beryl, or natural disasters or other amounts sought for recovery of costs, including stranded coal-fired generation asset costs;

  • our ability to attract, effectively transition, motivate and retain an appropriately qualified workforce, identify and develop top talent to succeed management and maintain good labor relations;

  • changes in technology, including with respect to efficient battery storage or the emergence or growth of new, developing or alternative sources of generation, and their adoption by consumers, and our ability to anticipate, adapt to and implement technological changes;

  • advances in AI and our success in timely adopting, developing and deploying AI;

  • the timing and outcome of any audits, disputes and other proceedings related to taxes;

  • the recording of impairment charges;

  • political and economic developments and actions, including energy and environmental policies under the current administration;

  • CenterPoint Energy’s ability to execute on its strategy, initiatives, targets and goals, including energy transition goals and operations and maintenance expenditure goals;

  • the outcome of litigation, including litigation related to the February 2021 Winter Storm Event and Hurricane Beryl;

  • the effect of changes in and application of accounting standards and pronouncements; and

  • other factors discussed in “Risk Factors” in Part I, Item 1A of the Registrants’ combined 2025 Form 10-K, which are incorporated herein by reference, Part II, Item 1A of this combined Form 10-Q, and in other reports that the Registrants file from time to time with the SEC.

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. Investors should note that the Registrants announce material financial and other information in SEC filings, press releases and public conference calls. Based on guidance from the SEC, the Registrants may use the Investors section of CenterPoint Energy’s website (http://www.centerpointenergy.com) to communicate with investors about the Registrants. It is possible that the financial and other information posted there could be deemed to be material information. The information on CenterPoint Energy’s website is not part of this combined Form 10-Q.

viii

Table of Contents

PART I. FINANCIAL INFORMATION

Next: Item 1. FINANCIAL STATEMENTS