X0306 4 2017-02-28 0 0001130310 CENTERPOINT ENERGY INC CNP 0001188744 CARROLL MILTON 1111 LOUISIANA HOUSTON TX 77002 1 1 0 0 Executive Chairman Common Stock 2017-02-28 4 A 0 17165 0.00 A 234643 D Common Stock 2017-02-28 4 F 0 4695 27.32 D 229948 D Vesting of performance shares awarded in 2014 under the Issuer's Long-term Incentive Plan. Shares withheld for taxes upon vesting of performance shares. Total includes (i) 16,660 time-based restricted stock units previously awarded under the Issuer's Long-term Incentive Plan ("LTIP") and vesting in February 2018, (ii) 29,825 time-based restricted stock units previously awarded under the LTIP and vesting in February 2019, and (iii) 22,873 time-based restricted stock units previously awarded under the LTIP and vesting in February 2020. Each of the above awards shall vest if the Reporting Person continues to be an employee of Issuer from the grant date through the vesting date and on a pro-rata basis in the event of his earlier retirement, disability or death. Total also includes 30,000 shares previously awarded under the LTIP and vesting in June 2017 in connection with and contingent on his service as Executive Chairman of the Issuer on the vesting date. Vincent A. Mercaldi, Attorney-in-Fact 2017-03-02