CENTERPOINT ENERGY INC 10-K

Item 8. Financial Statements and Supplementary Data REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and the Board of Directors of CenterPoint Energy, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of CenterPoint Energy, Inc. and subsidiaries (the "Company") as of December 31, 2023 and 2022, the related statements of consolidated income, comprehensive income, changes in equity, and cash flows, for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 20, 2024, expressed an unqualified opinion on the Company's internal control over financial reporting. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Impact of Rate Regulation on the Financial Statements — Refer to Note 7 to the financial statements Critical Audit Matter Description The Company is subject to rate regulation by regulators and commissions in various jurisdictions (collectively, the “Commissions”) that have jurisdiction with respect to the rates of electric and gas transmission and distribution companies in those jurisdictions. Management has determined its regulated operations meet the requirements under accounting principles generally accepted in the United States of America to prepare its financial statements applying the specialized rules to account for the effects of cost-based rate regulation. The impacts of accounting for the economics of rate regulation are pervasive to the financial statements and disclosures. 84 The Company’s rates are subject to regulatory rate-setting processes by the Commissions. Rates are determined and approved in regulatory proceedings based on an analysis of the Company’s costs to provide utility service and a return on, and recovery of, the Company’s investment in the utility business. Regulatory decisions can have an impact on the recovery of costs, the rate of return earned on investment, and the timing and amount of assets to be recovered in rates. The Commissions’ regulation of rates is premised on the full recovery of prudently incurred costs and a reasonable rate of return on invested capital. Decisions to be made by the Commissions in the future will impact the accounting for regulated operations, including decisions about the amount of allowable costs and return on invested capital included in rates and any refunds that may be required. While the Company has indicated it expects to recover costs from customers through regulated rates, there is a risk that the Commissions will not approve: (1) full recovery of the costs of providing utility service, or (2) full recovery of all amounts invested in the utility business and a reasonable return on that investment. We identified rate regulation as a critical audit matter due to the significant judgments made by management to support its assertions about certain affected account balances and disclosures and the high degree of subjectivity involved in assessing the impact of regulatory actions on the financial statements. Management’s judgments include assessing the likelihood of (1) recovery in future rates of incurred costs, (2) a disallowance of capital investments made by the Company and (3) refunds to customers. Given that certain of management’s accounting judgments are based on assumptions about the outcome of decisions by the Commissions, auditing these judgments required specialized knowledge of accounting for rate regulation and the rate setting process. How the Critical Audit Matter Was Addressed in the Audit Our audit procedures related to the potential uncertainty of decisions by the Commissions included the following, among others: • We evaluated the Company’s disclosures related to the effects of rate regulation by testing certain recorded balances and evaluating regulatory developments. • We read relevant regulatory orders issued by the Commissions, regulatory statutes, filings made by the Company and intervenors, and other external information. We evaluated relevant external information and compared it to certain recorded regulatory asset and liability balances for completeness. • For certain regulatory matters, we inspected the Company’s filings with the Commissions and the filings with the Commissions by intervenors to assess the likelihood of recovery in future rates or of a future reduction in rates based on precedents of the Commissions’ treatment of similar costs under similar circumstances. /s/ DELOITTE & TOUCHE LLP Houston, Texas February 20, 2024 We have served as the Company's auditor since 1932. 85 CENTERPOINT ENERGY, INC. AND SUBSIDIARIES STATEMENTS OF CONSOLIDATED INCOME Year Ended December 31, 2023 2022 2021 (in millions, except per share amounts) Revenues: Utility revenues $ 8,524 $ 9,018 $ 8,042 Non-utility revenues 172 303 310 Total 8,696 9,321 8,352 Expenses: Utility natural gas, fuel and purchased power 2,061 2,887 2,127 Non-utility cost of revenues, including natural gas 99 204 208 Operation and maintenance 2,850 2,833 2,810 Depreciation and amortization 1,401 1,288 1,316 Taxes other than income taxes 525 543 528 Total 6,936 7,755 6,989 Operating Income 1,760 1,566 1,363 Other Income (Expense): Gain (loss) on equity securities 31 ( 227 ) ( 172 ) Gain (loss) on indexed debt securities ( 27 ) 325 50 Gain (loss) on sale ( 13 ) 303 8 Interest expense and other finance charges ( 684 ) ( 511 ) ( 508 ) Interest expense on Securitization Bonds ( 17 ) ( 13 ) ( 21 ) Other income (expense), net 37 ( 26 ) 58 Total ( 673 ) ( 149 ) ( 585 ) Income from Continuing Operations Before Income Taxes 1,087 1,417 778 Income tax expense 170 360 110 Income from Continuing Operations 917 1,057 668 Income from Discontinued Operations (net of tax expense of $- 0 -, $- 0 -, and $ 201 , respectively) — — 818 Net Income 917 1,057 1,486 Income allocated to preferred shareholders 50 49 95 Income Available to Common Shareholders $ 867 $ 1,008 $ 1,391 Basic earnings per common share - continuing operations $ 1.37 $ 1.60 $ 0.97 Basic earnings per common share - discontinued operations — — 1.38 Basic Earnings Per Common Share $ 1.37 $ 1.60 $ 2.35 Diluted earnings per common share - continuing operations $ 1.37 $ 1.59 $ 0.94 Diluted earnings per common share - discontinued operations — — 1.34 Diluted Earnings Per Common Share $ 1.37 $ 1.59 $ 2.28 Weighted Average Common Shares Outstanding, Basic 631 629 593 Weighted Average Common Shares Outstanding, Diluted 633 632 610 See Combined Notes to Consolidated Financial Statements 86 CENTERPOINT ENERGY, INC. AND SUBSIDIARIES STATEMENTS OF CONSOLIDATED COMPREHENSIVE INCOME Year Ended December 31, 2023 2022 2021 (in millions) Net Income $ 917 $ 1,057 $ 1,486 Other comprehensive income (loss): Adjustment to pension and other postemployment plans (net of tax expense (benefit) of ($ 1 ), $ 2 and $ 7 , respectively) ( 5 ) 32 21 Net deferred gain from cash flow hedges (net of tax benefit of $- 0 -, $- 0 - and $- 0 -, respectively) 1 — — Reclassification of deferred loss from cash flow hedges realized in net income (net of tax expense of $- 0 -, $- 0 - and $- 0 -, respectively) — 1 2 Other comprehensive income (loss) from unconsolidated affiliates (net of tax of $- 0 -, $- 0 -, and $- 0 -, respectively) — — 3 Total ( 4 ) 33 26 Comprehensive income 913 1,090 $ 1,512 Income allocated to preferred shareholders 50 49 95 Comprehensive income available to common shareholders $ 863 $ 1,041 $ 1,417 See Combined Notes to Consolidated Financial Statements 87 CENTERPOINT ENERGY, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS December 31, 2023 December 31, 2022 (in millions) ASSETS Current Assets: Cash and cash equivalents ($ 90 and $ 75 related to VIEs, respectively) $ 90 $ 74 Investment in equity securities 541 510 Accounts receivable ($ 21 and $ 22 related to VIEs, respectively), less allowance for credit losses of $ 27 and $ 38 , respectively 710 889 Accrued unbilled revenues ($ 2 and $- 0 - related to VIEs, respectively), less allowance for credit losses of $ 2 and $ 4 , respectively 516 764 Natural gas and coal inventory 197 241 Materials and supplies 573 635 Non-trading derivative assets — 10 Taxes receivable 94 20 Regulatory assets 161 1,385 Prepaid expenses and other current assets ($ 15 and $ 13 related to VIEs, respectively) 145 171 Total current assets 3,027 4,699 Property, Plant and Equipment: Property, plant and equipment 40,396 37,728 Less: accumulated depreciation and amortization 10,543 10,585 Property, plant and equipment, net 29,853 27,143 Other Assets: Goodwill 4,160 4,294 Regulatory assets ($ 402 and $ 229 related to VIEs, respectively) 2,513 2,193 Non-trading derivative assets — 2 Other non-current assets 162 215 Total other assets 6,835 6,704 Total Assets $ 39,715 $ 38,546 See Combined Notes to Consolidated Financial Statements 88 CENTERPOINT ENERGY, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS, cont. December 31, 2023 December 31, 2022 (in millions, except par value and shares) LIABILITIES AND SHAREHOLDERS’ EQUITY Current Liabilities: Short-term borrowings $ 4 $ 511 Current portion of VIE Securitization Bonds long-term debt 178 156 Indexed debt, net 5 7 Current portion of other long-term debt 872 1,346 Indexed debt securities derivative 605 578 Accounts payable 917 1,352 Taxes accrued 291 298 Interest accrued 236 159 Dividends accrued 126 144 Customer deposits 111 110 Non-trading derivative liabilities 9 — Other 510 452 Total current liabilities 3,864 5,113 Other Liabilities: Deferred income taxes, net 4,079 3,986 Non-trading derivative liabilities 3 — Benefit obligations 572 547 Regulatory liabilities 3,208 3,245 Other 763 774 Total other liabilities 8,625 8,552 Long-term Debt, net: VIE Securitization Bonds, net 320 161 Other long-term debt, net 17,239 14,675 Total long-term debt, net 17,559 14,836 Commitments and Contingencies (Note 15) Temporary Equity (Note 12) — 3 Shareholders’ Equity: Cumulative preferred stock, $ 0.01 par value, 20,000,000 shares authorized, no shares and 800,000 shares outstanding, respectively, $- 0 - and $ 800 liquidation preference, respectively (Note 12) — 790 Common stock, $ 0.01 par value, 1,000,000,000 shares authorized, 631,225,829 shares and 629,535,631 shares outstanding, respectively 6 6 Additional paid-in capital 8,604 8,568 Retained earnings 1,092 709 Accumulated other comprehensive loss ( 35 ) ( 31 ) Total shareholders’ equity 9,667 10,042 Total Liabilities and Shareholders’ Equity $ 39,715 $ 38,546 See Combined Notes to Consolidated Financial Statements 89 CENTERPOINT ENERGY, INC. AND SUBSIDIARIES STATEMENTS OF CONSOLIDATED CASH FLOWS Year Ended December 31, 2023 2022 2021 (in millions) Cash Flows from Operating Activities: Net income $ 917 $ 1,057 $ 1,486 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 1,401 1,288 1,316 Deferred income taxes 31 20 213 Loss (gain) on divestitures 13 ( 303 ) ( 681 ) Loss (gain) on equity securities ( 31 ) 227 172 Loss (gain) on indexed debt securities 27 ( 325 ) ( 50 ) Equity in earnings of unconsolidated affiliates — — ( 339 ) Distributions from unconsolidated affiliates — — 155 Pension contributions ( 32 ) ( 35 ) ( 61 ) Changes in other assets and liabilities: Accounts receivable and unbilled revenues, net 423 ( 461 ) ( 98 ) Inventory 167 ( 259 ) ( 140 ) Taxes receivable ( 74 ) ( 19 ) 81 Accounts payable ( 302 ) 203 175 Net regulatory assets and liabilities 1,043 234 ( 2,295 ) Other current assets and liabilities 162 ( 5 ) 56 Other non-current assets and liabilities 72 109 ( 53 ) Other operating activities, net 60 79 85 Net cash provided by operating activities 3,877 1,810 22 Cash Flows from Investing Activities: Capital expenditures ( 4,401 ) ( 4,419 ) ( 3,164 ) Transaction costs related to Enable Merger (Note 4) — — ( 49 ) Cash received related to Enable Merger — — 5 Proceeds from sale of equity securities, net of transaction costs — 702 1,320 Proceeds from divestitures (Note 4) 144 2,075 22 Other investing activities, net 24 14 15 Net cash used in investing activities ( 4,233 ) ( 1,628 ) ( 1,851 ) Cash Flows from Financing Activities: Increase (decrease) in short-term borrowings, net ( 10 ) 452 ( 27 ) Payment of obligation for finance lease — ( 485 ) ( 179 ) Proceeds from (payments of) commercial paper, net ( 1,055 ) ( 74 ) 1,132 Proceeds from long-term debt and term loans 6,044 2,089 4,493 Payments of long-term debt and term loans, including make-whole premiums ( 3,190 ) ( 1,795 ) ( 2,968 ) Payment of debt issuance costs ( 55 ) ( 36 ) ( 38 ) Payment of dividends on Common Stock ( 485 ) ( 440 ) ( 385 ) Payment of dividends on Preferred Stock ( 50 ) ( 49 ) ( 107 ) Redemption of Series A Preferred Stock ( 800 ) — — Other financing activities, net ( 25 ) ( 7 ) ( 5 ) Net cash provided by (used in) financing activities 374 ( 345 ) 1,916 Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash 18 ( 163 ) 87 Cash, Cash Equivalents and Restricted Cash at Beginning of Year 91 254 167 Cash, Cash Equivalents and Restricted Cash at End of Year $ 109 $ 91 $ 254 See Combined Notes to Consolidated Financial Statements 90 CENTERPOINT ENERGY, INC. AND SUBSIDIARIES STATEMENTS OF CONSOLIDATED CHANGES IN EQUITY 2023 2022 2021 Shares Amount Shares Amount Shares Amount (in millions of dollars and shares, except authorized shares and per share amounts) Cumulative Preferred Stock, $ 0.01 par value; authorized 20,000,000 shares Balance, beginning of year 1 $ 790 1 $ 790 3 $ 2,363 Conversion of Series B Preferred Stock and Series C Preferred Stock — — — — ( 2 ) ( 1,573 ) Redemption of Series A Preferred Stock ( 1 ) ( 790 ) — — — — Balance, end of year — — 1 790 1 790 Common Stock, $ 0.01 par value; authorized 1,000,000,000 shares Balance, beginning of year 630 6 629 6 551 6 Issuances related to benefit and investment plans 1 — 1 — 1 — Issuances of Common Stock — — — — 77 — Balance, end of year 631 6 630 6 629 6 Additional Paid-in-Capital Balance, beginning of year 8,568 8,529 6,914 Issuances related to benefit and investment plans 36 39 41 Issuances of Common Stock, net of issuance costs — — 1 Conversion of Series B Preferred Stock and Series C Preferred Stock — — 1,573 Balance, end of year 8,604 8,568 8,529 Retained Earnings (Accumulated Deficit) Balance, beginning of year 709 154 ( 845 ) Net income (loss) 917 1,057 1,486 Common Stock dividends declared (see Note 12) ( 492 ) ( 453 ) ( 404 ) Series A Preferred Stock dividends declared (see Note 12) ( 42 ) ( 49 ) ( 49 ) Series B Preferred Stock dividends declared (see Note 12) — — ( 34 ) Balance, end of year 1,092 709 154 Accumulated Other Comprehensive Loss Balance, beginning of year ( 31 ) ( 64 ) ( 90 ) Other comprehensive income ( 4 ) 33 26 Balance, end of year ( 35 ) ( 31 ) ( 64 ) Total Shareholders’ Equity $ 9,667 $ 10,042 $ 9,415 See Combined Notes to Consolidated Financial Statements 91 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Member of CenterPoint Energy Houston Electric, LLC Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of CenterPoint Energy Houston Electric, LLC and subsidiaries (an indirect wholly-owned subsidiary of CenterPoint Energy, Inc.) (the "Company") as of December 31, 2023 and 2022, the related statements of consolidated income, comprehensive income, changes in equity, and cash flows, for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB . We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Impact of Rate Regulation on the Financial Statements — Refer to Note 7 to the financial statements Critical Audit Matter Description The Company is subject to rate regulation by the Public Utility Commission of Texas (“PUCT”), which has jurisdiction with respect to the rates of electric transmission and distribution companies in Texas. Management has determined it meets the requirements under accounting principles generally accepted in the United States of America to prepare its financial statements applying the specialized rules to account for the effects of cost-based rate regulation. The impacts of accounting for the economics of rate regulation are pervasive to the financial statements and disclosures. The Company’s rates are subject to regulatory rate-setting processes by the PUCT. Rates are determined and approved in regulatory proceedings based on an analysis of the Company’s costs to provide utility service and a return on, and recovery of, the Company’s investment in the utility business. Regulatory decisions can have an impact on the recovery of costs, the rate of return earned on investment, and the timing and amount of assets to be recovered in rates. The PUCT’s regulation of rates is 92 premised on the full recovery of prudently incurred costs and a reasonable rate of return on invested capital. Decisions to be made by the PUCT in the future will impact the accounting for regulated operations, including decisions about the amount of allowable costs and return on invested capital included in rates and any refunds that may be required. While the Company has indicated it expects to recover costs from customers through regulated rates, there is a risk that the PUCT will not approve: (1) full recovery of the costs of providing utility service, or (2) full recovery of all amounts invested in the utility business and a reasonable return on that investment. We identified rate regulation as a critical audit matter due to the significant judgments made by management to support its assertions about certain affected account balances and disclosures and the high degree of subjectivity involved in assessing the impact of regulatory actions on the financial statements. Management’s judgments include assessing the likelihood of (1) recovery in future rates of incurred costs, (2) a disallowance of capital investments made by the Company, and (3) refunds to customers. Given that certain of management’s accounting judgments are based on assumptions about the outcome of decisions by the PUCT, auditing these judgments required specialized knowledge of accounting for rate regulation and the rate setting process. How the Critical Audit Matter Was Addressed in the Audit Our audit procedures related to the potential uncertainty of decisions by the PUCT included the following, among others: • We evaluated the Company’s disclosures related to the effects of rate regulation by testing certain recorded balances and evaluating regulatory developments. • We read relevant regulatory orders issued by the PUCT, regulatory statutes, filings made by the Company and intervenors, and other external information. We evaluated relevant external information and compared it to certain recorded regulatory asset and liability balances for completeness. • For certain regulatory matters, we inspected the Company’s filings with the Commissions and the filings with the PUCT by intervenors to assess the likelihood of recovery in future rates or of a future reduction in rates based on precedents of the PUCT’s treatment of similar costs under similar circumstances. /s/ DELOITTE & TOUCHE LLP Houston, Texas February 20, 2024 We have served as the Company's auditor since 1932. 93 CENTERPOINT ENERGY HOUSTON ELECTRIC, LLC AND SUBSIDIARIES (An Indirect, Wholly-Owned Subsidiary of CenterPoint Energy, Inc.) STATEMENTS OF CONSOLIDATED INCOME Year Ended December 31, 2023 2022 2021 (in millions) Revenues $ 3,677 $ 3,412 $ 3,134 Expenses: Operation and maintenance 1,673 1,650 1,597 Depreciation and amortization 748 670 642 Taxes other than income taxes 262 261 251 Total 2,683 2,581 2,490 Operating Income 994 831 644 Other Income (Expense): Interest expense and other finance charges ( 259 ) ( 202 ) ( 183 ) Interest expense on Securitization Bonds ( 8 ) ( 13 ) ( 21 ) Other income, net 34 19 17 Total ( 233 ) ( 196 ) ( 187 ) Income Before Income Taxes 761 635 457 Income tax expense 168 125 76 Net Income $ 593 $ 510 $ 381 See Combined Notes to Consolidated Financial Statements 94 CENTERPOINT ENERGY HOUSTON ELECTRIC, LLC AND SUBSIDIARIES (An Indirect, Wholly-Owned Subsidiary of CenterPoint Energy, Inc.) CONSOLIDATED BALANCE SHEETS December 31, 2023 December 31, 2022 (in millions) ASSETS Current Assets: Cash and cash equivalents ($ 76 and $ 75 related to VIEs, respectively) $ 76 $ 75 Accounts and notes receivable, net ($ 19 and $ 22 related to VIEs, respectively), less allowance for credit losses of $ 1 and $ 1 , respectively 295 311 Accounts and notes receivable—affiliated companies 251 21 Accrued unbilled revenues 142 142 Materials and supplies 409 471 Taxes receivable 38 — Prepaid expenses and other current assets ($ 13 and $ 13 related to VIEs, respectively) 48 41 Total current assets 1,259 1,061 Property, Plant and Equipment, net Property, plant and equipment 19,515 17,753 Less: accumulated depreciation and amortization 4,469 4,292 Property, plant and equipment, net 15,046 13,461 Other Assets: Regulatory assets ($ 74 and $ 229 related to VIEs, respectively) 752 778 Other non-current assets 29 39 Total other assets 781 817 Total Assets $ 17,086 $ 15,339 See Combined Notes to Consolidated Financial Statements 95 CENTERPOINT ENERGY HOUSTON ELECTRIC, LLC AND SUBSIDIARIES (AN INDIRECT, WHOLLY-OWNED SUBSIDIARY OF CENTERPOINT ENERGY, INC.) CONSOLIDATED BALANCE SHEETS – (continued) LIABILITIES AND MEMBER ’ S EQUITY December 31, 2023 December 31, 2022 (in millions) LIABILITIES AND MEMBER’S EQUITY Current Liabilities: Current portion of VIE Securitization Bonds long-term debt $ 161 $ 156 Accounts payable 351 413 Accounts and notes payable—affiliated companies 104 755 Taxes accrued 155 150 Interest accrued 99 83 Other current liabilities 111 88 Total current liabilities 981 1,645 Other Liabilities: Deferred income taxes, net 1,406 1,229 Benefit obligations 32 38 Regulatory liabilities 1,025 1,155 Other non-current liabilities 107 77 Total other liabilities 2,570 2,499 Long-Term Debt, net: VIE Securitization Bonds, net — 161 Other long-term debt, net 7,426 6,036 Total long-term debt, net 7,426 6,197 Commitments and Contingencies (Note 15) Member’s Equity: Common stock — — Additional paid-in capital 4,745 3,860 Retained earnings 1,364 1,138 Total member’s equity 6,109 4,998 Total Liabilities and Member’s Equity $ 17,086 $ 15,339 See Combined Notes to Consolidated Financial Statements 96 CENTERPOINT ENERGY HOUSTON ELECTRIC, LLC AND SUBSIDIARIES (An Indirect, Wholly-Owned Subsidiary of CenterPoint Energy, Inc.) STATEMENTS OF CONSOLIDATED CASH FLOWS Year Ended December 31, 2023 2022 2021 (in millions) Cash Flows from Operating Activities: Net income $ 593 $ 510 $ 381 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 748 670 642 Deferred income taxes 160 86 32 Changes in other assets and liabilities: Accounts and notes receivable, net 16 ( 63 ) ( 17 ) Accounts receivable/payable–affiliated companies ( 1 ) 47 ( 36 ) Inventory 62 ( 179 ) ( 97 ) Accounts payable ( 60 ) ( 7 ) 66 Taxes receivable ( 38 ) — — Net regulatory assets and liabilities ( 130 ) ( 41 ) ( 237 ) Other current assets and liabilities 28 ( 20 ) 39 Other non-current assets and liabilities 35 ( 25 ) 6 Other operating activities, net ( 12 ) ( 12 ) ( 9 ) Net cash provided by operating activities 1,401 966 770 Cash Flows from Investing Activities: Capital expenditures ( 2,279 ) ( 2,436 ) ( 1,619 ) Increase in notes receivable–affiliated companies ( 238 ) — — Other investing activities, net 14 1 2 Net cash used in investing activities ( 2,503 ) ( 2,435 ) ( 1,617 ) Cash Flows from Financing Activities: Proceeds from long-term debt 1,398 1,589 1,096 Payments of long-term debt ( 156 ) ( 720 ) ( 613 ) Dividend to parent ( 367 ) ( 316 ) — Increase (decrease) in notes payable – affiliated companies ( 642 ) 130 504 Payment of debt issuance costs ( 13 ) ( 17 ) ( 12 ) Contribution from parent 885 1,143 130 Payment of obligation for finance lease — ( 485 ) ( 179 ) Other financing activities, net ( 2 ) — — Net cash provided by financing activities 1,103 1,324 926 Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash 1 ( 145 ) 79 Cash, Cash Equivalents and Restricted Cash at Beginning of the Year 88 233 154 Cash, Cash Equivalents and Restricted Cash at End of the Year $ 89 $ 88 $ 233 See Combined Notes to Consolidated Financial Statements 97 CENTERPOINT ENERGY HOUSTON ELECTRIC, LLC AND SUBSIDIARIES (An Indirect, Wholly-Owned Subsidiary of CenterPoint Energy, Inc.) STATEMENTS OF CONSOLIDATED CHANGES IN EQUITY 2023 2022 2021 Shares Amount Shares Amount Shares Amount (in millions, except share amounts) Common Stock Balance, beginning of year 1,000 $ — 1,000 $ — 1,000 $ — Balance, end of year 1,000 — 1,000 — 1,000 — Additional Paid-in-Capital Balance, beginning of year 3,860 2,678 2,548 Non-cash contribution from parent — 38 — Contribution from parent 885 1,143 130 Other — 1 — Balance, end of year 4,745 3,860 2,678 Retained Earnings Balance, beginning of year 1,138 944 563 Net income 593 510 381 Dividend to parent ( 367 ) ( 316 ) — Balance, end of year 1,364 1,138 944 Total Member’s Equity $ 6,109 $ 4,998 $ 3,622 See Combined Notes to Consolidated Financial Statements 98 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Stockholder of CenterPoint Energy Resources Corp. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of CenterPoint Energy Resources Corp. and subsidiaries (an indirect wholly-owned subsidiary of CenterPoint Energy, Inc.) (the "Company") as of December 31, 2023 and 2022, the related statements of consolidated income, comprehensive income, changes in equity, and cash flows, for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Impact of Rate Regulation on the Financial Statements — Refer to Note 7 to the financial statements Critical Audit Matter Description The Company is subject to rate regulation by regulators and commissions in various jurisdictions (collectively, the “Commissions”) that have jurisdiction with respect to the rates of gas transmission and distribution companies in those jurisdictions. Management has determined its regulated operations meet the requirements under accounting principles generally accepted in the United States of America to prepare its financial statements applying the specialized rules to account for the effects of cost-based rate regulation. The impacts of accounting for the economics of rate regulation are pervasive to the financial statements and disclosures. The Company’s rates are subject to regulatory rate-setting processes by the Commissions. Rates are determined and approved in regulatory proceedings based on an analysis of the Company’s costs to provide utility service and a return on, and recovery of, the Company’s investment in the utility business. Regulatory decisions can have an impact on the recovery of costs, the rate 99 of return earned on investment, and the timing and amount of assets to be recovered in rates. The Commissions’ regulation of rates is premised on the full recovery of prudently incurred costs and a reasonable rate of return on invested capital. Decisions to be made by the Commissions in the future will impact the accounting for regulated operations, including decisions about the amount of allowable costs and return on invested capital included in rates and any refunds that may be required. While the Company has indicated it expects to recover costs from customers through regulated rates, there is a risk that the Commissions will not approve: (1) full recovery of the costs of providing utility service, or (2) full recovery of all amounts invested in the utility business and a reasonable return on that investment. We identified rate regulation as a critical audit matter due to the significant judgments made by management to support its assertions about certain affected account balances and disclosures and the high degree of subjectivity involved in assessing the impact of regulatory actions on the financial statements. Management’s judgments include assessing the likelihood of (1) recovery in future rates of incurred costs, (2) a disallowance of capital investments made by the Company and (3) refunds to customers. Given that certain of management’s accounting judgments are based on assumptions about the outcome of decisions by the Commissions, auditing these judgments required specialized knowledge of accounting for rate regulation and the rate setting process. How the Critical Audit Matter Was Addressed in the Audit Our audit procedures related to the potential uncertainty of decisions by the Commissions included the following, among others: • We evaluated the Company’s disclosures related to the effects of rate regulation by testing certain recorded balances and evaluating regulatory developments. • We read relevant regulatory orders issued by the Commissions, regulatory statutes, filings made by the Company and intervenors, and other external information. We evaluated relevant external information and compared it to certain recorded regulatory asset and liability balances for completeness. • For certain regulatory matters, we inspected the Company’s filings with the Commissions and the filings with the Commissions by intervenors to assess the likelihood of recovery in future rates or of a future reduction in rates based on precedents of the Commissions’ treatment of similar costs under similar circumstances. /s/ DELOITTE & TOUCHE LLP Houston, Texas February 20, 2024 We have served as the Company's auditor since 1997. 100 CENTERPOINT ENERGY RESOURCES CORP. AND SUBSIDIARIES (An Indirect, Wholly-Owned Subsidiary of CenterPoint Energy, Inc.) STATEMENTS OF CONSOLIDATED INCOME Year Ended December 31, 2023 2022 2021 (in millions) Revenues: Utility revenues $ 4,107 $ 4,764 $ 4,143 Non-utility revenues 42 36 57 Total 4,149 4,800 4,200 Expenses: Utility natural gas 1,856 2,607 1,885 Non-utility cost of revenue, including natural gas 3 4 17 Operation and maintenance 904 886 973 Depreciation and amortization 493 448 483 Taxes other than income taxes 243 257 249 Total 3,499 4,202 3,607 Operating Income 650 598 593 Other Income (Expense): Gain on sale — 557 11 Interest expense and other finance charges ( 178 ) ( 130 ) ( 134 ) Other income (expense), net 14 ( 64 ) ( 4 ) Total ( 164 ) 363 ( 127 ) Income Before Income Taxes 486 961 466 Income tax expense (benefit) ( 26 ) 236 76 Net Income $ 512 $ 725 $ 390 See Combined Notes to Consolidated Financial Statements 101 CENTERPOINT ENERGY RESOURCES CORP. AND SUBSIDIARIES (An Indirect, Wholly-Owned Subsidiary of CenterPoint Energy, Inc.) STATEMENTS OF CONSOLIDATED COMPREHENSIVE INCOME Year Ended December 31, 2023 2022 2021 (in millions) Net income $ 512 $ 725 $ 390 Other comprehensive income: Adjustment to other postemployment plans (net of tax expense of $- 0 -, $ 4 and $ 1 , respectively) — 6 — Other comprehensive income — 6 — Comprehensive income $ 512 $ 731 $ 390 See Combined Notes to Consolidated Financial Statements 102 CENTERPOINT ENERGY RESOURCES CORP. AND SUBSIDIARIES (An Indirect, Wholly-Owned Subsidiary of CenterPoint Energy, Inc.) CONSOLIDATED BALANCE SHEETS December 31, 2023 December 31, 2022 (in millions) ASSETS Current Assets : Cash and cash equivalents $ 1 $ — Accounts receivable, less allowance for credit losses of $ 25 and $ 34 , respectively 356 463 Accrued unbilled revenue, less allowance for credit losses of $ 1 and $ 4 , respectively 329 573 Accounts and notes receivable — affiliated companies 43 52 Material and supplies 107 98 Natural gas inventory 156 195 Non-trading derivative assets — 7 Taxes receivable 101 12 Regulatory assets 161 1,336 Prepaid expenses and other current assets 55 78 Total current assets 1,309 2,814 Property, Plant and Equipment: Property, plant and equipment 15,672 14,379 Less: accumulated depreciation and amortization 4,169 3,973 Property, plant and equipment, net 11,503 10,406 Other Assets: Goodwill 1,583 1,583 Regulatory assets 850 844 Non-trading derivative assets — 2 Other non-current assets 51 55 Total other assets 2,484 2,484 Total Assets $ 15,296 $ 15,704 See Combined Notes to Consolidated Financial Statements 103 CENTERPOINT ENERGY RESOURCES CORP. AND SUBSIDIARIES (An Indirect, Wholly-Owned Subsidiary of CenterPoint Energy, Inc.) CONSOLIDATED BALANCE SHEETS, cont. December 31, 2023 December 31, 2022 (in millions) LIABILITIES AND STOCKHOLDER’S EQUITY Current Liabilities: Short-term borrowings $ 4 $ 511 Current portion of long-term debt — 1,331 Accounts payable 392 690 Accounts and notes payable–affiliated companies 99 190 Taxes accrued 145 140 Interest accrued 70 50 Customer deposits 95 94 Non-trading derivative liabilities 8 — Other current liabilities 274 200 Total current liabilities 1,087 3,206 Other Liabilities: Deferred income taxes, net 1,246 1,262 Non-trading derivative liabilities 3 — Benefit obligations 74 76 Regulatory liabilities 1,882 1,801 Other non-current liabilities 455 501 Total other liabilities 3,660 3,640 Long-Term Debt, net 4,670 3,495 Commitments and Contingencies (Note 15) Stockholder’s Equity: Common stock — — Additional paid-in capital 4,229 3,729 Retained earnings 1,634 1,618 Accumulated other comprehensive income 16 16 Total stockholder’s equity 5,879 5,363 Total Liabilities and Stockholder’s Equity $ 15,296 $ 15,704 See Combined Notes to Consolidated Financial Statements 104 CENTERPOINT ENERGY RESOURCES CORP. AND SUBSIDIARIES (An Indirect, Wholly-Owned Subsidiary of CenterPoint Energy, Inc.) STATEMENTS OF CONSOLIDATED CASH FLOWS Year Ended December 31, 2023 2022 2021 (in millions) Cash Flows from Operating Activities: Net income $ 512 $ 725 $ 390 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 493 448 483 Deferred income taxes ( 41 ) 178 101 Gain on divestitures — ( 557 ) ( 11 ) Changes in other assets and liabilities: Accounts receivable and unbilled revenues, net 410 ( 376 ) ( 68 ) Accounts receivable/payable–affiliated companies ( 81 ) 41 27 Inventory 101 ( 50 ) ( 62 ) Taxes receivable ( 89 ) — ( 28 ) Accounts payable ( 250 ) 190 95 Net regulatory assets and liabilities 1,152 244 ( 2,095 ) Other current assets and liabilities 85 13 ( 39 ) Other non-current assets and liabilities ( 1 ) ( 2 ) ( 31 ) Other operating activities, net 21 2 19 Net cash provided by (used in) operating activities 2,312 856 ( 1,219 ) Cash Flows from Investing Activities: Capital expenditures ( 1,619 ) ( 1,661 ) ( 1,324 ) Increase in notes receivable–affiliated companies ( 1 ) — — Proceeds from divestitures (Note 4) — 2,075 22 Other investing activities, net ( 23 ) ( 8 ) 15 Net cash provided by (used in) investing activities ( 1,643 ) 406 ( 1,287 ) Cash Flows from Financing Activities: Increase (decrease) in short-term borrowings, net ( 10 ) 452 ( 27 ) Proceeds from (payments of) commercial paper, net ( 321 ) ( 94 ) 552 Proceeds from long-term debt and term loans 2,006 927 1,699 Payments of long-term debt and term loans, including make-whole premiums ( 2,332 ) ( 475 ) ( 311 ) Payment of debt issuance costs ( 14 ) ( 14 ) ( 10 ) Dividends to parent ( 496 ) ( 844 ) ( 17 ) Contribution from parent 500 289 140 Increase (decrease) in notes payable–affiliated companies — ( 1,517 ) 490 Other financing activities, net ( 1 ) ( 1 ) ( 1 ) Net cash provided by (used in) financing activities ( 668 ) ( 1,277 ) 2,515 Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash 1 ( 15 ) 9 Cash, Cash Equivalents and Restricted Cash at Beginning of Year — 15 6 Cash, Cash Equivalents and Restricted Cash at End of Year $ 1 $ — $ 15 See Combined Notes to Consolidated Financial Statements 105 CENTERPOINT ENERGY RESOURCES CORP. AND SUBSIDIARIES (An Indirect, Wholly-Owned Subsidiary of CenterPoint Energy, Inc.) STATEMENTS OF CONSOLIDATED CHANGES IN EQUITY 2023 2022 2021 Shares Amount Shares Amount Shares Amount (in millions, except share amounts) Common Stock Balance, beginning of year 1,000 $ — 1,000 $ — 1,000 $ — Balance, end of year 1,000 — 1,000 — 1,000 — Additional Paid-in-Capital Balance, beginning of year 3,729 4,106 3,966 Non-cash contribution from parent — 54 — Contribution from parent 500 289 140 Contribution to parent for sale of Arkansas and Oklahoma Natural Gas businesses — ( 720 ) — Balance, end of year 4,229 3,729 4,106 Retained Earnings Balance, beginning of year 1,618 1,017 644 Net income 512 725 390 Dividend to parent ( 496 ) ( 124 ) ( 17 ) Balance, end of year 1,634 1,618 1,017 Accumulated Other Comprehensive Income Balance, beginning of year 16 10 10 Other comprehensive income — 6 — Balance, end of year 16 16 10 Total Stockholder’s Equity $ 5,879 $ 5,363 $ 5,133 See Combined Notes to Consolidated Financial Statements 106 CENTERPOINT ENERGY, INC. AND SUBSIDIARIES CENTERPOINT ENERGY HOUSTON ELECTRIC, LLC AND SUBSIDIARIES CENTERPOINT ENERGY RESOURCES CORP. AND SUBSIDIARIES COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (1) Background General. This combined Form 10-K is filed separately by three registrants: CenterPoint Energy, Inc., CenterPoint Energy Houston Electric, LLC and CenterPoint Energy Resources Corp. Information contained herein relating to any individual registrant is filed by such registrant solely on its own behalf. Each registrant makes no representation as to information relating exclusively to the other Registrants or the subsidiaries of CenterPoint Energy other than itself or its subsidiaries. Except as discussed in Note 13 to the Registrants’ Consolidated Financial Statements, no registrant has an obligation in respect of any other Registrant’s debt securities, and holders of such debt securities should not consider the financial resources or results of operations of any Registrant other than the obligor in making a decision with respect to such securities. Included in this combined Form 10-K are the Financial Statements of CenterPoint Energy, Houston Electric and CERC, which are referred to collectively as the Registrants. The Combined Notes to the Consolidated Financial Statements apply to all Registrants and specific references to Houston Electric and CERC herein also pertain to CenterPoint Energy, unless otherwise indicated. Background. CenterPoint Energy, Inc. is a public utility holding company. On June 30, 2023, CenterPoint Energy completed the sale of its indirect subsidiary, Energy Systems Group, to an unaffiliated third party. For additional information, see Note 4. As of December 31, 2023, CenterPoint Energy’s operating subsidiaries were as follows: • Houston Electric owns and operates electric transmission and distribution facilities in the Texas gulf coast area that includes the city of Houston; • CERC Corp. (i) directly owns and operates natural gas distribution systems in Louisiana, Minnesota, Mississippi and Texas, (ii) indirectly, through Indiana Gas and VEDO, owns and operates natural gas distribution systems in Indiana and Ohio, respectively, and (iii) owns and operates permanent pipeline connections through interconnects with various interstate and intrastate pipeline companies through CEIP; and • SIGECO provides energy delivery services to electric and natural gas customers located in and near Evansville in southwestern Indiana and owns and operates electric generation assets to serve its electric customers and optimizes those assets in the wholesale power market. For a description of CenterPoint Energy’s reportable segments, see Note 17. Houston Electric and CERC each consist of a single reportable segment. On February 19, 2024, CenterPoint Energy, through its subsidiary CERC Corp., entered into the LAMS Asset Purchase Agreement to sell its Louisiana and Mississippi natural gas local distribution company businesses. The transaction is expected to close in the first quarter of 2025. For further information, see Note 21 to the consolidated financial statements. (2) Summary of Significant Accounting Policies (a) Principles of Consolidation The accompanying consolidated financial statements have been prepared in conformity with generally accepted accounting principles. The accounts of the Registrants and their wholly-owned and majority-owned and controlled subsidiaries are included in the consolidated financial statements. All intercompany transactions and balances are eliminated in consolidation, except as described below. As of December 31, 2023, CenterPoint Energy, Houston Electric and SIGECO had VIEs including the Bond Companies and the SIGECO Securitization Subsidiary, which are consolidated. The consolidated VIEs are wholly-owned, bankruptcy- 107 remote, special purpose entities that were formed solely for the purpose of securitizing transition property or facilitating the securitization financing of qualified costs in the second quarter of 2023 associated with the completed retirement of SIGECO’s A.B. Brown coal generation facilities. CenterPoint Energy, through SIGECO, has a controlling financial interest in the SIGECO Securitization Subsidiary and is the VIE’s primary beneficiary. For further information, see Note 7. Creditors of CenterPoint Energy, Houston Electric and SIGECO have no recourse to any assets or revenues of the Bond Companies or the SIGECO Securitization Subsidiary, as applicable. The Securitization Bonds issued by these VIEs are payable only from and secured by transition or securitization property, as applicable, and the bondholders have no recourse to the general credit of CenterPoint Energy, Houston Electric or SIGECO. (b) Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. (c) Equity Method and Investments without a Readily Determinable Fair Value (CenterPoint Energy) CenterPoint Energy uses the equity method for investments in entities when it exercises significant influence, does not have control and is not considered the primary beneficiary, if applicable. Generally, equity investments in limited partnerships with interest greater than approximately 3-5% is accounted for under the equity method. Under the equity method, CenterPoint Energy adjusts its investments each period for contributions made, distributions received, respective shares of comprehensive income and amortization of basis differences, as appropriate. CenterPoint Energy evaluates its equity method investments for impairment when events or changes in circumstances indicate there is a loss in value of the investment that is other than a temporary decline. CenterPoint Energy considers distributions received from equity method investments which do not exceed cumulative equity in earnings subsequent to the date of investment to be a return on investment and classifies these distributions as operating activities in its Statements of Consolidated Cash Flows. CenterPoint Energy considers distributions received from equity method investments in excess of cumulative equity in earnings subsequent to the date of investment to be a return of investment and classifies these distributions as investing activities in its Statements of Consolidated Cash Flows. Investments without a readily determinable fair value will be measured at cost, less impairment, plus or minus observable prices changes of an identical or similar investment of the same issuer. (d) Revenues The Registrants record revenue for electricity delivery and natural gas sales and services under the accrual method and these revenues are recognized upon delivery to customers. Electricity deliveries not billed by month-end are accrued based on actual AMS meter data, supply volumes, estimated line loss and applicable tariff rates. Natural gas sales not billed by month-end are accrued based upon estimated purchased gas volumes, estimated lost and unaccounted for gas and currently effective tariff rates. For further discussion, see Note 5. (e) MISO Transactions Indiana Electric is a member of the MISO. MISO-related purchase and sale transactions are recorded using settlement information provided by the MISO. These purchase and sale transactions are accounted for on at least a net hourly position, meaning net purchases within that interval are recorded on CenterPoint Energy’s Statements of Consolidated Income in Utility natural gas, fuel and purchased power, and net sales within that interval are recorded on CenterPoint Energy’s Statements of Consolidated Income in Utility revenues. On occasion, prior period transactions are resettled outside the routine process due to a change in the MISO’s tariff or a material interpretation thereof. Expenses associated with resettlements are recorded once the resettlement is probable and the resettlement amount can be estimated. Revenues associated with resettlements are recognized when the amount is determinable and collectability is reasonably assured. 108 (f) Guarantees CenterPoint Energy recognizes guarantee obligations at fair value. CenterPoint Energy discloses parent company guarantees of a subsidiary’s obligation when that guarantee results in the exposure of a material obligation of the parent company even if the probability of fulfilling such obligation is considered remote. See Note 15(c). (g) Long-lived Assets, Goodwill and Intangibles The Registrants record property, plant and equipment at historical cost and expense repair and maintenance costs as incurred. The Registrants periodically evaluate long-lived assets, including property, plant and equipment, and specifically identifiable intangibles subject to amortization, when events or changes in circumstances indicate that the carrying value of these assets may not be recoverable. For rate-regulated businesses, recoverability of long-lived assets is assessed by determining if a capital disallowance from a regulator is probable through monitoring the outcome of rate cases and other proceedings. For businesses that are not rate-regulated, recoverability is assessed based on an estimate of undiscounted cash flows attributable to the assets compared to the carrying value of the assets. No long-lived asset or intangible asset impairments were recorded in 2023, 2022 or 2021. CenterPoint Energy and CERC perform goodwill impairment tests at least annually and evaluate goodwill when events or changes in circumstances indicate that its carrying value may not be recoverable. CenterPoint Energy and CERC recognize a goodwill impairment by the amount a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill within that reporting unit. CenterPoint Energy includes deferred tax assets and liabilities within its reporting unit’s carrying value for the purposes of annual and interim impairment tests, regardless of whether the estimated fair value reflects the disposition of such assets and liabilities. For further information about the goodwill impairment tests, see Note 6. (h) Assets Held for Sale and Discontinued Operations Generally, a long-lived asset to be sold is classified as held for sale in the period in which management, with approval from the Board of Directors, as applicable, commits to a plan to sell, and a sale is expected to be completed within one year. The Registrants record assets and liabilities held for sale, or the disposal group, at the lower of their carrying value or their estimated fair value less cost to sell. If the disposal group reflects a component of a reporting unit and meets the definition of a business, the goodwill within that reporting unit is allocated to the disposal group based on the relative fair value of the components representing a business that will be retained and disposed. Goodwill is not allocated to a portion of a reporting unit that does not meet the definition of a business. A disposal group that meets the held for sale criteria and also represents a strategic shift to the Registrant is also reflected as discontinued operations on the Statements of Consolidated Income, and prior periods are recast to reflect the earnings or losses from such businesses as income from discontinued operations, net of tax. (i) Regulatory Assets and Liabilities The Registrants apply the guidance for accounting for regulated operations within the Electric reportable segment and the Natural Gas reportable segment. The Registrants’ rate-regulated subsidiaries may collect revenues subject to refund pending final determination in rate proceedings. In connection with such revenues, estimated rate refund liabilities are recorded which reflect management’s current judgment of the ultimate outcomes of the proceedings. The Registrants’ rate-regulated businesses recognize removal costs as a component of depreciation expense in accordance with regulatory treatment. In addition, a portion of the amount of removal costs collected from customers that relate to AROs has been reflected as an asset retirement liability in accordance with accounting guidance for AROs. For further detail on the Registrants’ regulatory assets and liabilities, see Note 7. (j) Depreciation and Amortization Expense The Registrants compute depreciation and amortization using the straight-line method based on economic lives or regulatory-mandated recovery periods. Amortization expense includes amortization of certain regulatory assets and other intangibles. 109 (k) Capitalization and Deferral of Interest, including AFUDC The Registrants capitalize interest and AFUDC as a component of projects under construction and amortize it over the assets’ estimated useful lives once the assets are placed in service. Additionally, the Registrants defer interest costs into a regulatory asset when amounts are probable of recovery. Deferred debt interest is amortized over the recovery period for rate-making purposes. AFUDC represents the composite interest cost of borrowed funds and a reasonable return on the equity funds used for construction for subsidiaries that apply the guidance for accounting for regulated operations. Although AFUDC increases both property, plant and equipment and earnings, it is realized in cash when the assets are included in rates. The table below includes interest capitalized or deferred during the periods. Year Ended December 31, 2023 2022 2021 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions) Capitalized interest and AFUDC debt (1) $ 32 $ 18 $ 6 $ 26 $ 14 $ 7 $ 18 $ 13 $ 3 AFUDC equity (2) 62 32 14 37 24 5 28 20 5 Deferred debt interest (3) 65 16 43 51 12 36 26 1 22 (1) Included in Interest expense and other finance charges on the Registrants’ respective Statements of Consolidated Income. (2) Included in Other Income (Expense) on the Registrants’ respective Statements of Consolidated Income. (3) Represents the amount of deferred debt interest on certain regulatory assets that are authorized to earn a return, such as debt post in-service carrying costs on property, plant and equipment, gas costs, storm restoration costs, and TEEEF (including returns on both regulatory and lease assets). (l) Income Taxes Houston Electric and CERC are included in CenterPoint Energy’s U.S. federal consolidated income tax return. Houston Electric and CERC report their income tax provision on a separate entity basis pursuant to a tax sharing policy with CenterPoint Energy. Current federal and certain state income taxes are payable to or receivable from CenterPoint Energy. The Registrants use the asset and liability method of accounting for deferred income taxes. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. A valuation allowance is established against deferred tax assets for which management believes realization is not considered to be more likely than not. The Registrants recognize interest and penalties as a component of income tax expense (benefit), as applicable, in their respective Statements of Consolidated Income. CenterPoint Energy reports the income tax provision associated with its interest in Enable in discontinued operations, net of tax in its Statements of Consolidated Income. For further information, see Note 4. To the extent certain EDIT of the Registrants’ rate-regulated subsidiaries may be recoverable or payable through future rates, regulatory assets and liabilities have been recorded, respectively. See Note 14 for further discussion. The Registrants use the portfolio approach to recognize income tax effects on other comprehensive income from accumulated other comprehensive income. Investment tax credits are deferred and amortized to income over the approximate lives of the related property. Production tax credits extended by the IRA may be used to reduce current federal income taxes payable. (m) Accounts Receivable and Allowance for Credit Losses Accounts receivable are recorded at the invoiced amount and do not bear interest. Management reviews historical write-offs, current available information, and reasonable and supportable forecasts to estimate and establish allowance for credit losses. Account balances are charged off against the allowance when management determines it is probable the receivable will not be recovered. See Note 7 for further information about regulatory deferrals of bad debt expense, including those related to COVID-19 and the February 2021 Winter Storm Event. 110 (n) Inventory The Registrants’ inventory consists principally of materials and supplies, and for CERC, natural gas, and for CenterPoint Energy, coal inventory. Materials and supplies are valued at the lower of average cost or market. Materials and supplies are recorded to inventory when purchased and subsequently charged to expense or capitalized to plant when installed. Inventory related to CenterPoint Energy’s regulated operations is valued at historical cost consistent with ratemaking treatment. Coal inventory is valued at average cost. Certain natural gas in storage at CenterPoint Energy’s and CERC’s utilities are recorded using the LIFO method. CenterPoint Energy’s and CERC’s balances in inventory that were valued using LIFO method were as follows: Year Ended December 31, 2023 (1) 2022 2023 (1) 2022 CenterPoint Energy CERC (in millions) LIFO inventory $ 106 $ 101 $ 86 $ 82 (1) Based on the average cost of gas purchased during December 2023, CenterPoint Energy’s and CERC’s cost of replacing inventories carried at LIFO cost was more than the carrying value at December 31, 2023 by $ 8 million and $ 13 million, respectively. (o) Derivative Instruments The Registrants are exposed to various market risks. These risks arise from transactions entered into in the normal course of business. The Registrants, from time to time, utilize derivative instruments such as physical forward contracts, swaps and options to mitigate the impact of changes in commodity prices, weather and interest rates on operating results and cash flows. Such derivatives are recognized in the Registrants’ Consolidated Balance Sheets at their fair value unless the Registrant elects the normal purchase and sales exemption for qualified physical transactions. A derivative may be designated as a normal purchase or normal sale if the intent is to physically receive or deliver the product for use or sale in the normal course of business. CenterPoint Energy elected to record changes in the fair value of amounts excluded from the assessment of effectiveness immediately in its Statements of Consolidated Income, and such amounts will be captured in a regulatory asset or regulatory liability if they are recoverable or refundable to customers. (p) Investments in Equity Securities (CenterPoint Energy) CenterPoint Energy reports equity securities at estimated fair value in the Consolidated Balance Sheets, and any gains and losses, net of any transaction costs, are recorded as Gain (Loss) on Equity Securities in the Statements of Consolidated Income. (q) Environmental Costs The Registrants expense or capitalize environmental expenditures, as appropriate, depending on their future economic benefit. The Registrants expense amounts that relate to an existing condition caused by past operations that do not have future economic benefit. The Registrants record undiscounted liabilities related to these future costs when environmental assessments and/or remediation activities are probable and the costs can be reasonably estimated. (r) Cash and Cash Equivalents and Restricted Cash For purposes of reporting cash flows, the Registrants consider cash equivalents to be short-term, highly-liquid investments with maturities of three months or less from the date of purchase. Cash and cash equivalents held by the Bond Companies and the SIGECO Securitization Subsidiary (VIEs) solely to support servicing the Securitization Bonds as of December 31, 2023 and 2022 are reflected on CenterPoint Energy’s and Houston Electric’s Consolidated Balance Sheets. In connection with the issuance of Securitization Bonds, CenterPoint Energy and Houston Electric were required to establish restricted cash accounts to collateralize the bonds that were issued in these financing transactions. These restricted cash accounts are not available for withdrawal until the maturity of the bonds and are not included in cash and cash equivalents. For more information on restricted cash see Note 18. 111 (s) Preferred Stock and Dividends Preferred stock is evaluated to determine balance sheet classification, and all conversion and redemption features are evaluated for bifurcation treatment. Proceeds received net of issuance costs are recognized on the settlement date. Cash dividends become a liability once declared. Income available to common stockholders is computed by deducting from net income the dividends accumulated and earned during the period on cumulative preferred stock. (t) New Accounting Pronouncements In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). This ASU updates segment disclosure requirements through enhanced disclosures around significant segment expenses. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Registrants are currently evaluating the impact of this ASU on their respective consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). This ASU enhances the transparency of income tax disclosures related to rate reconciliation and income taxes. ASU 2023-09 is effective for annual periods beginning after December 15, 2024. Early adoption is permitted. The Registrants are currently evaluating the impact of this ASU on their respective consolidated financial statements. Management believes that all other recently adopted and recently issued accounting standards that are not yet effective will not have a material impact on the Registrants’ financial position, results of operations or cash flows upon adoption. (3) Property, Plant and Equipment (a) Property, Plant and Equipment Property, plant and equipment includes the following: December 31, 2023 December 31, 2022 Weighted Average Useful Lives Property, Plant and Equipment, Gross Accumulated Depreciation & Amortization Property, Plant and Equipment, Net Property, Plant and Equipment, Gross Accumulated Depreciation & Amortization Property, Plant and Equipment, Net (in years) (in millions) CenterPoint Energy Electric transmission and distribution 37 $ 19,151 $ 4,762 $ 14,389 $ 19,154 $ 5,317 $ 13,837 Electric generation (1) 25 1,381 315 1,066 2,120 813 1,307 Natural gas distribution 32 16,492 4,337 12,155 15,097 4,135 10,962 Finance ROU asset mobile generation 7.5 662 136 526 662 41 621 Other property 22 2,710 993 1,717 695 279 416 Total $ 40,396 $ 10,543 $ 29,853 $ 37,728 $ 10,585 $ 27,143 Houston Electric Electric transmission and distribution 37 $ 16,800 $ 3,641 $ 13,159 $ 14,791 $ 3,556 $ 11,235 Finance ROU asset mobile generation 7.5 662 136 526 662 41 621 Other property 20 2,053 692 1,361 2,300 695 1,605 Total $ 19,515 $ 4,469 $ 15,046 $ 17,753 $ 4,292 $ 13,461 CERC Natural gas distribution 31 $ 15,591 $ 4,136 $ 11,455 $ 14,316 $ 3,946 $ 10,370 Other property 15 81 33 48 63 27 36 Total $ 15,672 $ 4,169 $ 11,503 $ 14,379 $ 3,973 $ 10,406 (1) SIGECO and AGC own a 300 MW unit at the Warrick Power Plant (Warrick Unit 4) as tenants in common as of December 31, 2023. SIGECO’s share of the cost of this unit as of December 31, 2023, is $ 198 million with accumulated depreciation totaling $ 171 million. Under the operating agreement, AGC and SIGECO shared equally in the cost of operation and output of the unit. SIGECO’s share of operating costs is included in Operation and maintenance expense in CenterPoint Energy’s Statements of Consolidated Income. SIGECO exited joint operations of Warrick 4 on January 1, 2024. 112 (b) Depreciation and Amortization The following table presents depreciation and amortization expense for 2023, 2022 and 2021: Year Ended December 31, 2023 2022 2021 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions) Depreciation $ 1,092 $ 484 $ 459 $ 1,013 $ 434 $ 420 $ 1,024 $ 391 $ 466 Amortization of securitized regulatory assets 163 155 — 191 191 — 213 213 — Other amortization 146 109 34 84 45 28 79 38 17 Total $ 1,401 $ 748 $ 493 $ 1,288 $ 670 $ 448 $ 1,316 $ 642 $ 483 (c) AROs The Registrants account for an ARO at fair value in the period during which the legal obligation is incurred if a reasonable estimate of fair value and its settlement date can be made. At the timing of recording an ARO, the associated asset retirement costs are capitalized as part of the carrying amount of the related long-lived asset. The Registrants recognize a regulatory asset or liability for the timing differences between the recognition of expenses and costs recovered through the ratemaking process. The estimates of future liabilities are developed using a discounted cash flow model based upon estimates and assumptions of future costs, interest rates, credit-adjusted risk-free rates and the estimated timing of settlement. The Registrants have recorded AROs associated with the removal of asbestos and asbestos-containing material in its buildings, including substation building structures. CenterPoint Energy recorded AROs relating to the closure of the ash ponds at A.B. Brown and F.B. Culley. CenterPoint Energy and Houston Electric also recorded AROs relating to treated wood poles for electric distribution, distribution transformers containing PCB (also known as Polychlorinated Biphenyl), and underground fuel storage tanks. CenterPoint Energy and CERC also recorded AROs relating to gas pipelines abandoned in place. A reconciliation of the changes in the ARO liability recorded in Other non-current liabilities on each of the Registrants’ respective Consolidated Balance Sheets is as follows: December 31, 2023 December 31, 2022 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions) Beginning balance $ 610 $ 36 $ 420 $ 659 $ 42 $ 479 Accretion expense (1) 23 1 16 20 1 15 Revisions in estimates (2) ( 43 ) 3 ( 56 ) ( 69 ) ( 7 ) ( 74 ) Ending balance $ 590 $ 40 $ 380 $ 610 $ 36 $ 420 (1) Reflected in Regulatory assets on each of the Registrants’ respective Consolidated Balance Sheets. (2) In 2023 and 2022, CenterPoint Energy and CERC reflected a decrease in their respective ARO liability, which was primarily attributable to increases in the long-term interest rates used for discounting in the ARO calculation. In 2023, Houston Electric reflected an increase in its ARO liability attributable to an increase in discount rates and disposal costs, while in 2022, Houston Electric reflected a decrease in its ARO liability, which was primarily attributable to increases in the long-term interest rates used for discounting in the ARO calculation. (4) Divestitures (CenterPoint Energy and CERC) Divestiture of Energy Systems Group . On May 21, 2023, CenterPoint Energy, through its subsidiary Vectren Energy Services, entered into an Equity Purchase Agreement to sell all of the outstanding limited liability company interests of Energy Systems Group to ESG Holdings Group, for a purchase price of $ 157 million, subject to customary adjustments set forth in the Equity Purchase Agreement, including adjustments based on Energy Systems Group’s net working capital at closing, indebtedness, cash and cash equivalents and transaction expenses. The transaction closed on June 30, 2023, and CenterPoint Energy received $ 154 million in cash. Additionally, as of December 31, 2023, CenterPoint Energy had a payable of 113 approximately $ 2 million to ESG Holdings Group for working capital and other adjustments set forth in the Equity Purchase Agreement. In May 2023, certain assets and liabilities of Energy Systems Group met the held for sale criteria. The divestiture of Energy Systems Group reflects CenterPoint Energy’s continued strategic focus on its core utility businesses. The historical annual revenues, net income and total assets of Energy Systems Group did not have a sufficient effect, quantitatively or qualitatively, on CenterPoint Energy’s financial results to be considered a strategic shift. Therefore, the income and expenses associated with Energy Systems Group were not reflected as discontinued operations on CenterPoint Energy’s Statements of Consolidated Income. For disposal groups that are classified as held for sale but that do not meet the criteria for discontinued operations reporting, the assets and liabilities of the disposal group are required to be separately presented on the face of the balance sheet only in the initial period in which it is classified as held for sale. Therefore, CenterPoint Energy’s Consolidated Balance Sheets as of December 31, 2022 were not recast to reflect Energy Systems Group’s assets and liabilities as held for sale. Depreciation and amortization of long-lived assets ceased at the end of the quarter in which the held for sale criteria is met. Additionally, as a result of the completion of the sale of Energy Systems Group in June 2023, there were no assets or liabilities classified as held for sale as of December 31, 2023. For a discussion of guarantees and product warranties related to Energy Systems Group, see Note 15(c). CenterPoint Energy recognized a loss on sale of approximately $ 13 million, including $ 3 million of transaction costs, during the twelve months ended December 31, 2023, in connection with the closing of the sale of Energy Systems Group. Additionally, CenterPoint Energy recognized a current tax expense of $ 32 million during the twelve months ended December 31, 2023, as a result of the cash taxes payable upon the closing of the sale. The pre-tax income (loss) for Energy Systems Group, excluding interest and corporate allocations, included in CenterPoint Energy’s Statements of Consolidated Income is as follows: Year Ended December 31, 2023 (1) 2022 2021 (in millions) Income (Loss) from Continuing Operations Before Income Taxes $ ( 4 ) $ 2 $ ( 3 ) (1) Reflects January 1, 2023 to June 30, 2023 results only due to of the sale of Energy Systems Group. Divestiture of Arkansas and Oklahoma Natural Gas Businesses (CenterPoint Energy and CERC). On April 29, 2021, CenterPoint Energy, through its subsidiary CERC Corp., entered into the AROK Asset Purchase Agreement to sell its Arkansas and Oklahoma Natural Gas businesses for $ 2.15 billion in cash, including recovery of approximately $ 425 million in natural gas costs, including storm-related incremental natural gas costs associated with the February 2021 Winter Storm Event, subject to certain adjustments set forth in the AROK Asset Purchase Agreement. The assets included approximately 17,000 miles of main pipeline in Arkansas, Oklahoma and certain portions of Bowie County, Texas serving more than half a million customers. The transaction closed on January 10, 2022. The sale was considered an asset sale for tax purposes, requiring net deferred tax liabilities to be excluded from held for sale balances. The deferred taxes associated with the businesses were recognized as a deferred income tax benefit by CenterPoint Energy and CERC upon closing of the sale in 2022. Although the Arkansas and Oklahoma Natural Gas businesses met the held for sale criteria as of December 31, 2021, their disposals did not represent a strategic shift to CenterPoint Energy and CERC, as both retained significant operations in, and continued to invest in, their natural gas businesses. Therefore, the income and expenses associated with the disposed businesses were not reflected as discontinued operations on CenterPoint Energy’s and CERC’s Statements of Consolidated Income, as applicable. Since the depreciation on the Arkansas and Oklahoma Natural Gas assets continued to be reflected in revenues through customer rates until the closing of the transaction and will be reflected in the carryover basis of the rate-regulated assets, CenterPoint Energy and CERC continued to record depreciation on those assets through the closing of the transaction. The Registrants record assets and liabilities held for sale at the lower of their carrying value or their estimated fair value less cost to sell. CenterPoint Energy and CERC recognized gains of $ 303 million and $ 557 million, respectively, net of transaction costs of $ 59 million, in connection with the closing of the disposition of the Arkansas and Oklahoma Natural Gas businesses during the year ended December 31, 2022. CenterPoint Energy and CERC collected a receivable of $ 15 million in May 2022 for full and final settlement of the working capital adjustment under the AROK Asset Purchase Agreement. 114 Neither CenterPoint Energy nor CERC recognized any gains or losses on the measurement of assets held for sale during the year ended December 31, 2021. See Note 6 for further information about the allocation of goodwill to the businesses to be disposed. As a result of the completion of the sale of the Arkansas and Oklahoma Natural Gas businesses, there were no assets or liabilities classified as held for sale as of December 31, 2022. The pre-tax income for the Arkansas and Oklahoma Natural Gas businesses, excluding interest and corporate allocations, included in CenterPoint Energy’s and CERC’s Statements of Consolidated Income is as follows: Year Ended December 31, Year Ended December 31, 2022 (1) 2021 (in millions) Income from Continuing Operations Before Income Taxes $ 9 $ 78 (1) Reflects January 1, 2022 to January 9, 2022 results only due to of the sale of the Arkansas and Oklahoma Natural Gas businesses. Effective on the date of the closing of the disposition of the Arkansas and Oklahoma Natural Gas businesses, a subsidiary of CenterPoint Energy entered into the Transition Services Agreement, whereby that subsidiary agreed to provide certain transition services such as accounting, customer operations, procurement, and technology functions for a term of up to twelve months. In November 2022, a significant majority of all services under the Transition Services Agreement were terminated, and on January 10, 2023, all remaining services were terminated. CenterPoint Energy’s charges to Southern Col Midco for reimbursement of transition services was less than $ 1 million and $ 40 million during the years ended December 31, 2023 and 2022, respectively. Actual transition services costs incurred are recorded net of amounts charged to Southern Col Midco. CenterPoint Energy had no accounts receivable and accounts receivable of $ 1 million as of December 31, 2023 and 2022, respectively, from Southern Col Midco for transition services. Divestiture of MES (CenterPoint Energy and CERC). CenterPoint Energy, through its subsidiary CERC Corp., completed the sale of MES on August 31, 2021 to Last Mile Energy. Prior to the transaction, MES provided temporary delivery of LNG and CNG throughout the contiguous 48 states and MES was reflected in CenterPoint Energy’s Natural Gas reportable segment and CERC’s single reportable segment, as applicable. The MES disposal did not represent a strategic shift to CenterPoint Energy and CERC, as both retained significant operations in, and continued to invest in, their natural gas businesses. Therefore, the income and expenses associated with MES are not reflected as discontinued operations on CenterPoint Energy’s and CERC’s Statements of Consolidated Income, as applicable. CenterPoint Energy and CERC recognized a pre-tax gain on the sale of $ 8 million and $ 11 million, respectively, during year ended December 31, 2021. See Note 6 for further information about the allocation of goodwill to the MES disposal. Discontinued Operations (CenterPoint Energy) CenterPoint Energy’s discontinued operations reflect the disposal of its interests in Enable, which represented a strategic shift that had a major effect on CenterPoint Energy’s operations and financial results. As such, the equity in earnings of unconsolidated affiliates, net of tax, associated with CenterPoint Energy’s equity investment in Enable was reflected as discontinued operations on CenterPoint Energy’s Statements of Consolidated Income. A summary of discontinued operations presented in CenterPoint Energy’s Statements of Consolidated Income is as follows: Year Ended December 31, 2021 (in millions) Equity in earnings of unconsolidated affiliate, net $ 1,019 Income from discontinued operations before income taxes 1,019 Income tax expense 201 Net income from discontinued operations $ 818 115 CenterPoint Energy elected not to separately disclose discontinued operations on its Statements of Consolidated Cash Flows. Except as discussed in Note 2, l ong-lived assets are not depreciated or amortized once they are classified as held for sale. The following table summarizes CenterPoint Energy’s cash flows from discontinued operations and certain supplemental cash flow disclosures as applicable: Year Ended December 31, 2021 Cash flows from operating activities: (in millions) Adjustments to reconcile net income to net cash provided by operating activities: Gain on Enable Merger $ ( 681 ) Equity in earnings of unconsolidated affiliate ( 339 ) Distributions from unconsolidated affiliate 155 Cash flows from investing activities: Transaction costs related to the Enable Merger ( 49 ) Cash received related to Enable Merger 5 Disposal of Investment in Enable (CenterPoint Energy). On December 2, 2021, Enable completed the previously announced Enable Merger pursuant to the Enable Merger Agreement entered into on February 16, 2021. At the closing of the Enable Merger on December 2, 2021, Energy Transfer acquired 100 % of Enable’s outstanding common and preferred units, and, as a result, Enable Common Units owned by CenterPoint Energy were exchanged for Energy Transfer Common Units and Enable Series A Preferred Units owned by CenterPoint Energy were exchanged for Energy Transfer Series G Preferred Units. During the year ended December 31, 2022, CenterPoint Energy sold all of its remaining Energy Transfer Common Units and Energy Transfer Series G Preferred Units. See Note 11 for further information regarding Energy Transfer equity securities. Distributions Received from Enable (CenterPoint Energy): Year Ended December 31, 2021 Per Unit Cash Distribution (in millions) Enable Common Units $ 0.6610 $ 155 Enable Series A Preferred Units 2.2965 34 Total $ 189 Transactions with Enable (CenterPoint Energy and CERC): The transactions with Enable through December 2, 2021 in the following tables exclude transactions with the Energy Services Disposal Group. Year Ended December 31, 2021 (in millions) Natural gas expenses, including transportation and storage costs (1) $ 85 (1) Included in Utility natural gas, fuel and purchased power on CenterPoint Energy’s Statements of Consolidated Income and in Utility natural gas on CERC’s Statements of Consolidated Income. 116 Summarized Financial Information for Enable (CenterPoint Energy) Summarized consolidated income (loss) information for Enable is as follows: Year Ended December 31, 2021 (1) (in millions) Operating revenues $ 3,466 Cost of sales, excluding depreciation and amortization 1,959 Depreciation and amortization 382 Operating income 634 Net income attributable to Enable Common Units 461 Reconciliation of Equity in Earnings (Losses), net before income taxes: CenterPoint Energy’s interest $ 248 Basis difference amortization (2) 92 Loss on dilution, net of proportional basis difference recognition ( 1 ) Gain on Enable Merger 680 CenterPoint Energy’s equity in earnings (losses), net before income taxes (3) $ 1,019 (1) Reflects January 1, 2021 to December 2, 2021 results only due to the closing of the Enable Merger. (2) Equity in earnings of unconsolidated affiliate includes CenterPoint Energy’s share of Enable earnings adjusted for the amortization of the basis difference of CenterPoint Energy’s original investment in Enable and its underlying equity in net assets of Enable. The basis difference was being amortized through the year 2048 and ceased upon closing of the Enable Merger. (3) Reported as discontinued operations on CenterPoint Energy’s Statements of Consolidated Income. (5) Revenue Recognition In accordance with ASC 606, revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration to which the Registrants expect to be entitled to receive in exchange for these goods or services. ARPs are contracts between the utility and its regulators, not between the utility and a customer. The Registrants recognize ARP revenue as other revenues when the regulator-specified conditions for recognition have been met. Upon recovery of ARP revenue through incorporation in rates charged for utility service to customers, ARP revenue is reversed and recorded as revenue from contracts with customers. The recognition of ARP revenues and the reversal of ARP revenues upon recovery through rates charged for utility service may not occur in the same period. The following tables disaggregate revenues by reportable segment and major source: CenterPoint Energy Year Ended December 31, 2023 Electric Natural Gas Corporate and Other Total (in millions) Revenue from contracts with customers $ 4,275 $ 4,210 $ 127 $ 8,612 Other (1) 15 69 3 87 Eliminations — ( 3 ) — ( 3 ) Total revenues $ 4,290 $ 4,276 $ 130 $ 8,696 117 Year Ended December 31, 2022 Electric Natural Gas Corporate and Other Total (in millions) Revenue from contracts with customers $ 4,095 $ 4,969 $ 263 $ 9,327 Other (1) 13 ( 23 ) 4 ( 6 ) Total revenues $ 4,108 $ 4,946 $ 267 $ 9,321 Year Ended December 31, 2021 Electric Natural Gas Corporate and Other Total (in millions) Revenue from contracts with customers $ 3,726 $ 4,281 $ 249 $ 8,256 Other (1) 37 55 4 96 Total revenues $ 3,763 $ 4,336 $ 253 $ 8,352 (1) Primarily consists of income from ARPs and leases. Total lease income was $ 8 million, $ 7 million and $ 7 million for each of the years ended December 31, 2023, 2022 and 2021, respectively. Houston Electric Year Ended December 31, 2023 2022 2021 (in millions) Revenue from contracts with customers $ 3,684 $ 3,417 $ 3,117 Other (1) ( 7 ) ( 5 ) 17 Total revenues $ 3,677 $ 3,412 $ 3,134 (1) Primarily consists of income from ARPs and leases. Lease income was not significant for the years ended December 31, 2023, 2022, and 2021. CERC Year Ended December 31, 2023 2022 2021 (in millions) Revenue from contracts with customers $ 4,083 $ 4,816 $ 4,148 Other (1) 66 ( 16 ) 52 Total revenues $ 4,149 $ 4,800 $ 4,200 (1) Primarily consists of income from ARPs and leases. Lease income was $ 4 million, $ 3 million and $ 3 million, respectively, for the years ended December 31, 2023, 2022 and 2021. Revenues from Contracts with Customers Electric (CenterPoint Energy and Houston Electric). Houston Electric distributes electricity to customers over time and customers consume the electricity when delivered. Indiana Electric generates, distributes and transmits electricity to customers over time, and customers consume the electricity when delivered. Revenue, consisting of both volumetric and fixed tariff rates set by state regulators, such as the PUCT and the IURC, is recognized as electricity is delivered and represents amounts both billed and unbilled. Discretionary services requested by customers are provided at a point in time with control transferring upon the completion of the service. Revenue for discretionary services provided by Houston Electric is recognized upon completion of service based on the tariff rates set by the PUCT. Payments for electricity distribution and discretionary services are aggregated and received on a monthly basis. Houston Electric performs transmission services over time as a stand-ready obligation to provide a reliable network of transmission systems. Revenue is recognized upon time elapsed, and the monthly tariff rate set by the regulator. Payments are received on a monthly basis. Indiana Electric customers are billed monthly and payment terms, set by the regulator, require payment within a month of billing. 118 Natural Gas (CenterPoint Energy and CERC). CenterPoint Energy and CERC distribute and transport natural gas to customers over time, and customers consume the natural gas when delivered. Revenue, consisting of both volumetric and fixed tariff rates set by the state governing agency for that service area, is recognized as natural gas is delivered and represents amounts both billed and unbilled. Discretionary services requested by the customer are provided at a point in time with control transferring upon completion of the service. Revenue for discretionary services is recognized upon completion of service based on the tariff rates set by the applicable state regulator. Payments of natural gas distribution, transportation and discretionary services are aggregated and received on a monthly basis. Contract Balances. When the timing of delivery of service is different from the timing of the payments made by customers and when the right to consideration is conditioned on something other than the passage of time, the Registrants recognize either a contract asset (performance precedes billing) or a contract liability (customer payment precedes performance). Those customers that prepay are represented by contract liabilities until the performance obligations are satisfied. The Registrants’ contract assets are included in Accrued unbilled revenues and contract liabilities are included in Accounts payable and Other current liabilities in their Consolidated Balance Sheets. CenterPoint Energy’s contract assets and contract liabilities primarily related to Energy Systems Group contracts where revenue was recognized using the input method prior to the sale of Energy Systems Group that was completed on June 30, 2023. The opening and closing balances of accounts receivable, other accrued unbilled revenue, contract assets and contract liabilities from contracts with customers are as follows: CenterPoint Energy Accounts Receivable Other Accrued Unbilled Revenues Contract Assets (1) Contract Liabilities (1) (in millions) Opening balance as of December 31, 2022 $ 858 $ 764 $ 4 $ 45 Closing balance as of December 31, 2023 652 516 — 2 Increase (decrease) $ ( 206 ) $ ( 248 ) $ ( 4 ) $ ( 43 ) (1) Decrease primarily related to the completed sale of Energy Systems Group on June 30, 2023. The amount of revenue recognized in the year ended December 31, 2023 that was included in the opening contract liability was $ 2 million. Houston Electric Accounts Receivable Other Accrued Unbilled Revenues Contract Liabilities (in millions) Opening balance as of December 31, 2022 $ 271 $ 142 $ 2 Closing balance as of December 31, 2023 275 142 2 Increase $ 4 $ — $ — The amount of revenue recognized in the year ended December 31, 2023 that was included in the opening contract liability was $ 2 million. CERC Accounts Receivable Other Accrued Unbilled Revenues (in millions) Opening balance as of December 31, 2022 $ 478 $ 573 Closing balance as of December 31, 2023 330 329 Decrease $ ( 148 ) $ ( 244 ) CERC does not have any opening or closing contract asset or contract liability balances. 119 Remaining Performance Obligations (CenterPoint Energy). Following the completed sale of Energy Systems Group on June 30, 2023, CenterPoint Energy had no remaining performance obligations. Practical Expedients and Exemption. Sales taxes and other similar taxes collected from customers are excluded from the transaction price. For contracts for which revenue from the satisfaction of the performance obligations is recognized in the amount invoiced, the practical expedient was elected and revenue expected to be recognized on these contracts has not been disclosed. Allowance for Credit Losses and Bad Debt Expense CenterPoint Energy and CERC segregate financial assets that fall under the scope of Topic 326, primarily trade receivables due in one year or less, into portfolio segments based on shared risk characteristics, such as geographical location and regulatory environment, for evaluation of expected credit losses. Historical and current information, such as average write-offs, are applied to each portfolio segment to estimate the allowance for losses on uncollectible receivables. Additionally, the allowance for losses on uncollectible receivables is adjusted for reasonable and supportable forecasts of future economic conditions, which can include changing weather, commodity prices, regulations, and macroeconomic factors, among others. Houston Electric had no material changes in its methodology to recognize losses on financial assets that fall under the scope of Topic 326, primarily due to the nature of its customers and regulatory environment. For a discussion of regulatory deferrals, see Note 7. The table below summarizes the Registrants’ bad debt expense amounts for 2023, 2022 and 2021, net of regulatory deferrals, including those related to COVID-19: Year Ended December 31, 2023 2022 2021 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions) Bad debt expense $ 18 $ — $ 16 $ 20 $ — $ 17 $ 12 $ — $ 10 Bad debt expense deferred as regulatory asset — — — — — — 16 8 8 (6) Goodwill and Other Intangibles (CenterPoint Energy and CERC) Goodwill (CenterPoint Energy) CenterPoint Energy’s goodwill by reportable segment is as follows: December 31, 2022 Disposals December 31, 2023 (in millions) Electric (1) $ 936 $ — $ 936 Natural Gas 2,920 — 2,920 Corporate and Other 438 134 (2) 304 Total $ 4,294 $ 134 $ 4,160 (1) Amount presented is net of the accumulated goodwill impairment charge of $ 185 million recorded in 2020. (2) Represents goodwill attributable to the sale of Energy Systems Group. For further information, see Note 4. CERC’s goodwill as of both December 31, 2023 and December 31, 2022 was $ 1,583 million. When the net assets or equity interest transferred in a common-control transaction constitute a business, goodwill is included with the net assets transferred at the parent company’s historical basis. CenterPoint Energy applied a relative fair value methodology to determine the amount of goodwill to allocate to CERC from its natural gas reporting unit as part of the Restructuring. When a disposal group reflects a component of a reporting unit and meets the definition of a business, the goodwill within that reporting unit is allocated to the disposal group based on the relative fair value of the components representing a business that will be retained and disposed. As described further in Note 4, certain assets and liabilities of Energy Systems Group, including goodwill of $ 134 million at CenterPoint Energy, were disposed of upon consummation of the sale of Energy Systems 120 Group in the second quarter of 2023. The disposal of goodwill attributable to Energy Systems Group was reflected in the loss on sale of $ 13 million during the year ended December 31, 2023. CenterPoint Energy and CERC perform goodwill impairment tests at least annually and evaluate goodwill when events or changes in circumstances indicate that its carrying value may not be recoverable. The impairment evaluation for goodwill is performed by comparing the fair value of each reporting unit with the carrying amount of the reporting unit, including goodwill. The reporting units approximate the reportable segments, with the exception of Energy Systems Group, which is a separate reporting unit but included in Corporate and Other at CenterPoint Energy. The estimated fair value of the reporting unit is primarily determined based on an income approach or a weighted combination of income and market approaches. If the carrying amount is in excess of the estimated fair value of the reporting unit, then the excess amount is recorded as an impairment charge, not to exceed the carrying amount of goodwill. See Note 2(g) for further discussion. CenterPoint Energy and CERC performed the annual goodwill impairment tests in the third quarter of each of 2023 and 2022 and determined that no goodwill impairment charge was required for any reporting unit as a result of those tests. Other Intangibles (CenterPoint Energy) The tables below present information on CenterPoint Energy’s other intangible assets, excluding goodwill, recorded in Other non-current assets on the Consolidated Balance Sheets and the related amortization expense included in Depreciation and amortization on CenterPoint Energy’s Statements of Consolidated Income, unless otherwise indicated in the tables below. The intangible assets and associated amortization expense were primarily related to Energy Systems Group prior to the completion of the sale in June 2023 as indicated below. As a result, there are no intangible assets to report as of December 31, 2023. See Note 4 for further information. December 31, 2022 Gross Carrying Amount Accumulated Amortization Net Balance (in millions) Customer relationships (1) $ 33 $ ( 16 ) $ 17 Trade names (1) 16 ( 6 ) 10 Operation and maintenance agreements (1) (2) 12 ( 2 ) 10 Other 2 ( 1 ) 1 Total $ 63 $ ( 25 ) $ 38 (1) Related to Energy Systems Group prior to the completion of the sale in June 2023. Amortization ceased at June 30, 2023, the end of the quarter in which the held for sale criteria was met. See Note 4 for further information. (2) Amortization expense related to the operation and maintenance agreements is included in Non-utility cost of revenues, including natural gas on CenterPoint Energy’s Statements of Consolidated Income. Amortization ceased at June 30, 2023, the end of the quarter in which the held for sale criteria was met. See Note 4 for further information. Year Ended December 31, 2023 2022 2021 (in millions) Amortization expense of intangible assets recorded in Depreciation and amortization $ 3 $ 6 $ 6 Amortization expense of intangible assets recorded in Non-utility cost of revenues, including natural gas — 1 1 121 (7) Regulatory Matters The following is a list of regulatory assets and liabilities reflected on the Registrants’ respective Consolidated Balance Sheets as of December 31, 2023 and 2022: December 31, 2023 CenterPoint Energy Houston Electric CERC (in millions) Regulatory Assets: Future amounts recoverable from ratepayers related to: Benefit obligations (1) $ 379 $ — $ 5 Asset retirement obligations & other 290 75 186 Net deferred income taxes 96 41 42 Total future amounts recoverable from ratepayers 765 116 233 Amounts deferred for future recovery related to: Cost recovery riders 113 — 73 Hurricane and February 2021 Winter Storm Event restoration costs 149 123 26 Other regulatory assets 147 59 72 Gas recovery costs 27 — 27 Decoupling 17 — 17 COVID-19 incremental costs 12 8 4 TEEEF costs 48 48 — Unrecognized equity return (2) ( 63 ) ( 39 ) ( 16 ) Total amounts deferred for future recovery 450 199 203 Amounts currently recovered in customer rates related to: Authorized trackers and cost deferrals 535 44 375 Securitized regulatory assets 434 74 — Unamortized loss on reacquired debt and hedging 106 72 11 Gas recovery costs 34 — 34 Extraordinary gas costs 208 — 208 Regulatory assets related to TCJA 47 47 — Hurricane Harvey restoration costs 17 17 — Benefit obligations 11 11 — Emergency Generation Costs 208 208 — Unrecognized equity return (3) ( 141 ) ( 36 ) ( 53 ) Total amounts recovered in customer rates (4) 1,459 437 575 Total Regulatory Assets $ 2,674 $ 752 $ 1,011 Total Current Regulatory Assets (5) $ 161 $ — $ 161 Total Non-Current Regulatory Assets $ 2,513 $ 752 $ 850 Regulatory Liabilities: Regulatory liabilities related to TCJA $ 1,377 $ 695 $ 505 Estimated removal costs 1,322 91 1,150 Other regulatory liabilities 548 245 260 Total Regulatory Liabilities $ 3,247 $ 1,031 $ 1,915 Total Current Regulatory Liabilities (6) $ 39 $ 6 $ 33 Total Non-Current Regulatory Liabilities $ 3,208 $ 1,025 $ 1,882 122 December 31, 2022 CenterPoint Energy Houston Electric CERC (in millions) Regulatory Assets: Future amounts recoverable from ratepayers related to: Benefit obligations (1) $ 392 $ — $ 5 Asset retirement obligations & other 237 64 155 Net deferred income taxes 83 34 40 Total future amounts recoverable from ratepayers 712 98 200 Amounts deferred for future recovery related to: Extraordinary gas costs 1,073 — 1,073 Cost recovery riders 133 — 57 Hurricane and February 2021 Winter Storm Event restoration costs 129 113 16 Other regulatory assets 129 46 67 Gas recovery costs 108 — 108 Decoupling 3 — 3 COVID-19 incremental costs 13 8 5 TEEEF costs 182 182 — Unrecognized equity return ( 54 ) ( 27 ) ( 5 ) Total amounts deferred for future recovery 1,716 322 1,324 Amounts currently recovered in customer rates related to: Authorized trackers and cost deferrals 499 25 369 Securitized regulatory assets 229 229 — Unamortized loss on reacquired debt and hedging 88 64 12 Gas recovery costs 79 — 30 Extraordinary gas costs 294 — 294 Regulatory assets related to TCJA 47 47 — Hurricane Harvey restoration costs 30 30 — Benefit obligations 18 18 — Unrecognized equity return (3) ( 134 ) ( 55 ) ( 49 ) Total amounts recovered in customer rates 1,150 358 656 Total Regulatory Assets $ 3,578 $ 778 $ 2,180 Total Current Regulatory Assets (5) $ 1,385 $ — $ 1,336 Total Non-Current Regulatory Assets $ 2,193 $ 778 $ 844 Regulatory Liabilities: Regulatory liabilities related to TCJA $ 1,436 $ 716 $ 536 Estimated removal costs 1,338 158 1,097 Other regulatory liabilities 496 281 193 Total Regulatory Liabilities $ 3,270 $ 1,155 $ 1,826 Total Current Regulatory Liabilities (6) $ 25 $ — $ 25 Total Non-Current Regulatory Liabilities $ 3,245 $ 1,155 $ 1,801 (1) Pension and postretirement-related regulatory assets balances are actuarially valued annually. (2) Represents the following: (a) CenterPoint Energy’s allowed equity return on post in-service carrying cost generally associated with investments in Indiana; (b) Houston Electric’s allowed equity return on TEEEF costs and storm restoration costs; and (c) CERC’s allowed equity return on post in-service carrying cost associated with certain distribution facilities replacements expenditures in Texas. (3) Represents the following: (a) CenterPoint Energy’s allowed equity return on post in-service carrying cost generally associated with investments in Indiana; (b) Houston Electric’s allowed equity return on its true-up balance of stranded costs, other changes and related interest resulting from the formerly integrated electric utilities prior to Texas deregulation to be recovered in rates through 2024 and certain storm restoration balances; and (c) CERC’s allowed equity return on post in-service carrying cost associated with certain distribution facilities replacements expenditures in Texas. 123 (4) Of the $ 1.5 billion, $ 437 million and $ 575 million currently being recovered in customer rates related to CenterPoint Energy, Houston Electric and CERC, respectively, $ 459 million, $ 365 million and $ 94 million is earning a return, respectively. The weighted average recovery period of regulatory assets currently being recovered in base rates, not earning a return, which totals $ 428 million, $ 72 million and $ 320 million for CenterPoint Energy, Houston Electric and CERC, respectively, is 12 years, 28 years and 8 years, respectively. Regulatory assets not earning a return with perpetual or undeterminable lives have been excluded from the weighted average recovery period calculation. (5) Current regulatory assets for both CenterPoint Energy and CERC include extraordinary gas costs of $ 86 million and $ 1,175 million as of December 31, 2023 and 2022, respectively. (6) Current regulatory liabilities are included in Other current liabilities in each of the Registrants’ respective Consolidated Balance Sheets. The table below reflects the amount of allowed equity return recognized by each Registrant in its Statements of Consolidated Income: Year Ended December 31, 2023 2022 2021 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions) Allowed equity return recognized $ 41 $ 38 $ 2 $ 45 $ 42 $ 2 $ 40 $ 37 $ 2 Indiana Electric Securitization of Generation Retirements (CenterPoint Energy) On January 4, 2023, the IURC issued an order in accordance with Indiana Senate Enrolled Act 386 authorizing the issuance of up to $ 350 million in securitization bonds to securitize qualified costs associated with the retirements of Indiana Electric’s A.B. Brown coal-fired generation facilities. Accordingly, CenterPoint Energy determined that the retirement of property, plant and equipment became probable upon the issuance of the order. No loss on abandonment was recognized in connection with issuance of the order as there was no disallowance of all or part of the cost of the abandoned property, plant and equipment. In the first quarter of 2023, upon receipt of the order, CenterPoint Energy reclassified property, plant and equipment to be recovered through securitization to a regulatory asset and such amounts continued to earn a full return until recovered through securitization. The SIGECO Securitization Subsidiary issued $ 341 million aggregate principal amount of the SIGECO Securitization Bonds on June 29, 2023. See Note 13 for further details of the issuance of the SIGECO Securitization Bonds. The SIGECO Securitization Subsidiary used a portion of the net proceeds from the issuance of the SIGECO Securitization Bonds to purchase the securitization property from SIGECO. No gain or loss was recognized. The SIGECO Securitization Bonds are secured by the securitization property, which includes the right to recover, through non-bypassable securitization charges payable by SIGECO’s retail electric customers, the qualified costs of SIGECO authorized by the IURC order. SIGECO has no payment obligations with respect to the SIGECO Securitization Bonds except to remit collections of securitization charges as set forth in a servicing agreement between SIGECO and the SIGECO Securitization Subsidiary. The non-bypassable securitization charges are subject to a true-up mechanism. February 2021 Winter Storm Event In February 2021, certain of the Registrants’ jurisdictions experienced an extreme and unprecedented winter weather event that resulted in prolonged freezing temperatures, which impacted their businesses. The February 2021 Winter Storm Event impacted wholesale prices of CenterPoint Energy’s and CERC’s natural gas purchases and their ability to serve customers in their Natural Gas service territories, including due to the reduction in available natural gas capacity and impacts to CenterPoint Energy’s and CERC’s natural gas supply portfolio activities, and the effects of weather on their systems and their ability to transport natural gas, among other things. The overall natural gas market, including the markets from which CenterPoint Energy and CERC sourced a significant portion of their natural gas for their operations, experienced significant impacts caused by the February 2021 Winter Storm Event, resulting in extraordinary increases in the cost of natural gas purchased by CenterPoint Energy and CERC of approximately $ 2 billion. CenterPoint Energy and CERC have completed recovery of natural gas costs in Mississippi, Indiana and Texas discussed further below, and continue to recover the natural gas cost in Louisiana and Minnesota. As of December 31, 2023, CenterPoint Energy and CERC have each recorded current regulatory assets of $ 86 million and non-current regulatory assets of $ 130 million associated with the February 2021 Winter Storm Event. As of 124 December 31, 2022, CenterPoint Energy and CERC have each recorded current regulatory assets of $ 1,175 million and non-current regulatory assets of $ 202 million associated with the February 2021 Winter Storm Event. In Minnesota, the MPUC issued its written order on October 19, 2022 disallowing CERC’s recovery of approximately $ 36 million of the $ 409 million incurred, and CERC’s regulatory asset balance was reduced to reflect the disallowance. CERC filed a petition for reconsideration on November 8, 2022 and a written order denying the petition for reconsideration was issued on January 6, 2023. On August 24, 2023, the LPSC Staff issued an audit report which recommends some prospective process changes to the gas supply bid process and did not recommend any disallowance of February 2021 Winter Storm Event gas costs incurred in Louisiana. Recovery of such costs remains subject to LPSC approval. On December 19, 2023, the LPSC issued an order which accepted and approved the audit report. As of both December 31, 2023 and 2022, as authorized by the PUCT, CenterPoint Energy and Houston Electric recorded a regulatory asset of $ 8 million for bad debt expenses resulting from REPs’ default on their obligation to pay delivery charges to Houston Electric net of collateral. Additionally, as of December 31, 2023 and 2022, both CenterPoint Energy and Houston Electric recorded a regulatory asset of $ 17 million and $ 16 million, respectively, and will request reimbursement of costs associated with the February 2021 Winter Storm Event in Houston Electric’s next rate case. See Note 15(d) for further information regarding litigation related to the February 2021 Winter Storm Event. Texas Public Securitization The Texas Natural Gas Securitization Finance Corporation issued customer rate relief bonds in March 2023, and on March 23, 2023, CenterPoint Energy and CERC, collectively, received approximately $ 1.1 billion in cash proceeds from the issuance and sale of the state’s customer rate relief bonds. The proceeds from the state’s customer rate relief bonds included carrying costs incurred through August 2022. Incremental carrying costs incurred after August 2022 until the date the proceeds were received are recorded in a separate regulatory asset; the current Texas Gas rate proceeding includes a request for recovery of this regulatory asset. As CenterPoint Energy and CERC have no future financial obligations for the repayment of the state’s customer rate relief bonds, the customer rate relief bonds are not recorded on CenterPoint Energy’s or CERC’s balance sheets. The $ 1.1 billion in cash proceeds from the state’s customer rate relief bonds is considered to be a government grant. The state’s customer rate relief bonds are backed in part by customer rate relief property, including customer rate relief charges, which are non-bypassable uniform monthly volumetric charges to be paid by all existing and future customers as a component of each regulated utility’s gas cost, separate from their base rate. CERC only acts as a collection agent, whose duties include management, servicing and administration of a portion of the customer rate relief property which is associated with the customer rate relief charge imposed on customers of CERC under the guidance and direction from the Railroad Commission. The Texas Natural Gas Securitization Finance Corporation, and not CenterPoint Energy or CERC, is the owner of the customer rate relief property. The assets of the Texas Natural Gas Securitization Finance Corporation are not available to pay creditors of CenterPoint Energy, CERC, or their affiliates. While the customer rate relief charges will be included by CERC in their monthly billings, the billing amount is established by the Railroad Commission. CERC will remit all customer rate relief charges to the financing entity set up by the Railroad Commission. Therefore, the collection and servicing of customer rate relief charges have no impact on the respective Statements of Consolidated Income of CenterPoint Energy or CERC. As U.S. generally accepted accounting principles have no specific accounting guidance for government grants or assistance, the cash proceeds from the state’s customer rate relief bonds were accounted for as a government grant by analogy to the grant model under IAS 20—Accounting for Government Grants and Disclosures of Government Assistance. CenterPoint Energy and CERC reflect the proceeds from the grant as a deduction to natural gas costs and recognized the $ 1.1 billion of cash proceeds from the state’s customer rate relief bonds within Utility natural gas expense on their respective Statements of Consolidated Income in the year ended December 31, 2023, net of the recognition of natural gas cost related to relieving CenterPoint Energy and CERC’s regulatory assets related to the February 2021 Winter Storm Event in the same period. Houston Electric TEEEF Pursuant to legislation passed in 2021, Houston Electric entered into two leases for TEEEF (mobile generation) which are detailed in Note 20. Houston Electric initially sought recovery of the lease costs and the applicable return as of December 31, 2021 under these lease agreements of approximately $ 200 million in its DCRF application field with the PUCT on April 5, 2022, and subsequently amended on July 1, 2022, to show mobile generation in a separate Rider TEEEF. A final order was issued on April 5, 2023 approving a reduced revenue requirement of $ 39 million that results in full recovery of costs requested 125 but lengthens the amortization period for the short-term lease to be collected over 82.5 months. On May 25, 2023, the PUCT issued its order on rehearing which clarified some of the findings, but did not change the approval of TEEEF cost recovery. Additional motions for rehearing were filed and the PUCT issued an order on August 3, 2023 denying the motions for rehearing. The deadline for a party to file a judicial appeal of the PUCT’s decision was September 5, 2023, and no appeal was filed. As such, the PUCT’s decision on the first TEEEF filing is now final and non-appealable. On April 5, 2023, Houston Electric made its second TEEEF filing requesting recovery of TEEEF related costs incurred through December 31, 2022. Houston Electric is requesting a new annual revenue requirement of approximately $ 188 million u sing 78 months to amortize the related deferred costs for proposed rates beginning September 2023, a net increase in TEEEF revenues of approximately $ 149 million . On June 7, 2023, intervenors jointly requested a hearing, and on June 14, 2023, the PUCT staff indicated that it does not oppose a hearing in this docket. On June 21, 2023 Houston Electric made a filing that a hearing is not necessary given the PUCT’s decision in the TEEEF docket filed in 2022 and indicated that if the PUCT does refer this case to the State Office of Administrative Hearings, any preliminary order issued by the PUCT should be limited. On July 18, 2023 the PUCT referred the case to the State Office of Administrative Hearings and, on July 20, 2023, the PUCT issued a preliminary order identifying the issues to be addressed. On August 28, 2023, the State Office of Administrative Hearings issued an Order setting interim rates to collect an annual revenue requirement at the filed amount. Interim rates became effective on September 1, 2023 and are subject to surcharge or refund if they differ from the final rates approved by the PUCT. On October 12, 2023, a joint motion to abate was filed because the parties reached an agreement in principle on all issues. The agreement in principle reduces the annual revenue requirement by approximately $ 35 million based on recovering the balance as of December 31, 2022 over a 102 month amortization period (instead of the 78 month period in the initial filing) and also allows for revised interim rates (to incorporate the agreement in principle and the initial interim rates that have been in place since September 1, 2023). The updated interim rates were implemented December 15, 2023. The agreement in principle is subject to PUCT approval which was granted in its order issued on February 1, 2024. Houston Electric defers costs associated with the short-term and long-term leases that are probable of recovery and would otherwise be charged to expense in a regulatory asset, including allowed debt returns, and determined that such regulatory assets remain probable of recovery as of December 31, 2023. Right of use finance lease assets, such as assets acquired under the long-term leases, are evaluated for impairment under the long-lived asset impairment model by assessing if a capital disallowance from a regulator is probable through monitoring the outcome of rate cases and other proceedings. Houston Electric continues to monitor the on-going proceedings and did not record any impairments on its right of use assets in the years ended December 31, 2023 or 2022. See Note 20 for further information. (8) Stock-Based Incentive Compensation Plans and Employee Benefit Plans (a) Stock-Based Incentive Compensation Plans (CenterPoint Energy) CenterPoint Energy has LTIPs that provide for the issuance of stock-based incentives, including stock options, performance awards, restricted stock unit awards and restricted and unrestricted stock awards to officers, employees and non-employee directors. Approximately 30 million shares of Common Stock are authorized under these plans for awards. CenterPoint Energy issues new shares of its Common Stock to satisfy stock-based payments related to LTIPs. Equity awards are granted to employees without cost to the participants. Compensation costs for the performance awards and stock unit awards granted under LTIPs are measured using fair value and expected achievement levels on the grant date. For performance awards with operational goals, the achievement levels are revised as goals are evaluated. The fair value of awards granted to employees is based on the closing stock price of CenterPoint Energy’s Common Stock on the grant date. The compensation expense is recorded on a straight-line basis over the vesting period. Forfeitures are estimated on the date of grant based on historical averages and estimates are updated periodically throughout the vesting period. The performance awards granted in 2023, 2022 and 2021 are distributed based upon the achievement of certain objectives over a three-year performance cycle. The stock unit awards granted in 2023, 2022 and 2021 are service based, subject to the achievement of a performance goal. The stock unit awards generally vest at the end of a three-year period; however, stock unit awards granted to non-employee directors vest immediately upon grant. Upon vesting, shares of the performance awards and stock unit awards are issued to the participants along with the value of dividend equivalents earned over the performance cycle or vesting period. 126 The following table summarizes CenterPoint Energy’s expenses related to LTIPs for 2023, 2022 and 2021: Year Ended December 31, 2023 2022 2021 (in millions) LTIP compensation expense (1) $ 65 $ 51 $ 48 Income tax benefit recognized 15 12 11 Actual tax benefit realized for tax deductions 17 6 4 (1) Amounts presented in the table above are included in Operation and maintenance expense in CenterPoint Energy’s Statements of Consolidated Income and shown prior to any amounts capitalized. The following tables summarize CenterPoint Energy’s LTIP activity for 2023 Year Ended December 31, 2023 Shares (Thousands) Weighted-Average Grant Date Fair Value Remaining Average Contractual Life (Years) Aggregate Intrinsic Value (2) (Millions) Performance Awards (1) Outstanding and nonvested as of December 31, 2022 5,157 $ 24.26 Granted 1,960 29.18 Forfeited or canceled ( 291 ) 27.38 Vested and released to participants ( 1,601 ) 23.08 Outstanding and nonvested as of December 31, 2023 5,225 $ 25.95 1.1 $ 101 Stock Unit Awards Outstanding and nonvested as of December 31, 2022 2,296 $ 25.03 Granted 606 30.83 Forfeited or canceled ( 93 ) 27.10 Vested and released to participants ( 948 ) 24.48 Outstanding and nonvested as of December 31, 2023 1,861 $ 26.91 0.7 $ 53 (1) Reflects maximum performance achievement. (2) Reflects the impact of current expectations of achievement and stock price. Additional information related to the Performance Awards and Stock Unit Awards is as follows: Year Ended December 31, 2023 2022 2021 (in millions, except for per unit amounts) Performance Awards Weighted-average grant date fair value per unit of awards granted $ 29.18 $ 28.12 $ 21.89 Total intrinsic value of awards received by participants 47 13 7 Vested grant date fair value 37 13 8 Stock Unit Awards Weighted-average grant date fair value per unit of awards granted $ 30.83 $ 28.44 $ 24.20 Total intrinsic value of awards received by participants 28 14 11 Vested grant date fair value 23 13 11 As of December 31, 2023, there was $ 36 million of total unrecognized compensation cost related to nonvested performance and stock unit awards which is expected to be recognized over a weighted-average period of 1.7 years. 127 (b) Pension Benefits (CenterPoint Energy) CenterPoint Energy maintains a non-contributory qualified defined benefit pension plan covering eligible employees and is closed to new participants, with benefits determined using a cash balance formula. In addition to the non-contributory qualified defined benefit pension plan, CenterPoint Energy maintains unfunded non-qualified benefit restoration plans which allow participants to receive the benefits to which they would have been entitled under CenterPoint Energy’s non-contributory qualified pension plan except for federally mandated limits on qualified plan benefits or on the level of compensation on which qualified plan benefits may be calculated. CenterPoint Energy also maintains three additional qualified defined benefit pension plans, two of which are closed to new participants and one of which is completely frozen, and a non-qualified supplemental retirement plan. The defined benefit pension plans cover eligible full-time regular employees and retirees of Vectren and are primarily non-contributory. In December 2022, the CenterPoint Energy pension plan completed an annuity lift-out, a transaction that provided for the purchase of an irrevocable group annuity contract to fund pension plan annuities of retirees from previously divested businesses, as part of a de-risking strategy. This annuity lift-out reduced the plan’s pension obligation by $ 138 million and plan assets by $ 136 million which were transferred to an insurance company. The $ 138 million transferred benefit obligation represented 9.4 % of CenterPoint Energy’s total benefit obligation as of its last remeasurement prior to the transaction. As a result of this transaction, CenterPoint Energy incurred a settlement charge of $ 47 million. In addition, CenterPoint Energy was relieved of all responsibility for these pension obligations’ and an insurance company is now required to pay and administer the retirement benefits owed to 1,119 retirees and beneficiaries, with no changes to the amount, timing or form of retirement benefit payments. CenterPoint Energy’s net periodic cost includes the following components relating to pension, including the non-qualified benefit plans: Year Ended December 31, 2023 2022 2021 (in millions) Service cost (1) $ 25 $ 29 $ 39 Interest cost (2) 76 73 59 Expected return on plan assets (2) ( 76 ) ( 87 ) ( 103 ) Amortization of net loss (2) 28 31 36 Settlement cost (2) (3) — 126 38 Net periodic cost $ 53 $ 172 $ 69 (1) Amounts presented in the table above are included in Operation and maintenance expense in CenterPoint Energy’s Statements of Consolidated Income, net of regulatory deferrals and amounts capitalized. (2) Amounts presented in the table above are included in Other, net in CenterPoint Energy’s Statements of Consolidated Income, net of regulatory deferrals. (3) A one-time, non-cash settlement cost is required when the total lump sum distributions or other settlements of plan benefit obligations during a plan year exceed the service cost and interest cost components of the net periodic cost for that year. In 2023, 2022 and 2021, CenterPoint Energy recognized non-cash settlement cost due to lump sum settlement payments. The transfer of assets related to the 2022 Annuity Lift-Out is considered a lump sum settlement payment. CenterPoint Energy used the following assumptions to determine net periodic cost relating to pension benefits: Year Ended December 31, 2023 2022 2021 Discount rate 5.15 % 2.80 % 2.45 % Expected return on plan assets 6.50 5.00 5.00 Rate of increase in compensation levels 4.99 4.95 5.05 In determining net periodic benefit cost, CenterPoint Energy uses fair value, as of the beginning of the year, as its basis for determining expected return on plan assets except for two of Vectren’s qualified defined benefit pension plans which use a market related value of assets. 128 The following table summarizes changes in the benefit obligation, plan assets, the amounts recognized in the Consolidated Balance Sheets as well as the key assumptions of CenterPoint Energy’s pension plans. The measurement dates for plan assets and obligations were December 31, 2023 and 2022. December 31, 2023 2022 (in millions, except for actuarial assumptions) Change in Benefit Obligation Benefit obligation, beginning of year $ 1,553 $ 2,298 Service cost 25 29 Interest cost 76 73 Benefits paid (4) ( 147 ) ( 509 ) Actuarial (gain) loss (1) 41 ( 338 ) Plan amendment — — Benefit obligation, end of year 1,548 1,553 Change in Plan Assets Fair value of plan assets, beginning of year 1,212 2,072 Employer contributions 32 35 Benefits paid (4) ( 147 ) ( 509 ) Actual investment return 107 ( 386 ) Fair value of plan assets, end of year 1,204 1,212 Funded status, end of year $ ( 344 ) $ ( 341 ) Amounts Recognized in Balance Sheets Non-current assets $ 4 $ — Current liabilities-other ( 7 ) ( 7 ) Other liabilities-benefit obligations ( 341 ) ( 334 ) Net liability, end of year $ ( 344 ) $ ( 341 ) Actuarial Assumptions Discount rate (2) 4.95 % 5.15 % Expected return on plan assets (3) 6.50 6.50 Rate of increase in compensation levels 4.97 4.99 Interest crediting rate 3.00 3.00 (1) Significant sources of loss for 2023 include the decrease in discount rate from 5.15 % to 4.95 %, partially offset by significant sources of gain that include actual return on assets exceeding expected return on plan assets during 2023. (2) The discount rate assumption was determined by matching the projected cash flows of CenterPoint Energy’s plans against a hypothetical yield curve of high-quality corporate bonds represented by a series of annualized individual discount rates from one-half to 99 years. (3) The expected rate of return assumption was developed using the targeted asset allocation of CenterPoint Energy’s plans and the expected return for each asset class. (4) Benefits paid for 2022 includes $ 136 million related to the 2022 Annuity Lift-Out. The following table displays pension benefits related to CenterPoint Energy’s pension plans that have accumulated benefit obligations in excess of plan assets: December 31, 2023 2022 Pension (Qualified) Pension (Non-qualified) Pension (Qualified) Pension (Non-qualified) (in millions) Accumulated benefit obligation $ 1,496 $ 48 $ 1,497 $ 51 Projected benefit obligation 1,500 48 1,502 51 Fair value of plan assets 1,204 — 1,212 — 129 The accumulated benefit obligation for all defined benefit pension plans on CenterPoint Energy’s Consolidated Balance Sheets was $ 1,544 million and $ 1,548 million as of December 31, 2023 and 2022, respectively. (c) Postretirement Benefits CenterPoint Energy provides certain healthcare and life insurance benefits for eligible retired employees on both a contributory and non-contributory basis. The Registrants’ employees (other than employees of Vectren and its subsidiaries) who were hired before January 1, 2018 and who have met certain age and service requirements at retirement, as defined in the plans, are eligible to participate in these benefit plans, provided, however, that life insurance benefits are available only for eligible retired employees who retired before January 1, 2022. Employees hired on or after January 1, 2018 are not eligible for these benefits, except that such employees represented by IBEW Local Union 66 are eligible to participate in certain of the benefits, subject to the applicable age and service requirements. With respect to retiree medical and prescription drug benefits, and, effective January 1, 2021, dental and vision benefits, employees represented by the IBEW Local Union 66 who retire on or after January 1, 2017, and their dependents, receive any such benefits exclusively through the NECA/IBEW Family Medical Care Plan pursuant to the terms of the applicable collective bargaining agreement. Houston Electric and CERC are required to fund a portion of their obligations in accordance with rate orders. All other obligations are funded on a pay-as-you-go basis. CenterPoint Energy, through Vectren, also maintains a postretirement benefit plan that provides health care and life insurance benefits, which are a combination of self-insured and fully insured programs, to eligible Vectren retirees on both a contributory and non-contributory basis. Postretirement benefits are accrued over the active service period of employees. The net postretirement benefit cost includes the following components: Year Ended December 31, 2023 2022 2021 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions) Service cost (1) $ 1 $ — $ 1 $ 2 $ — $ 1 $ 2 $ — $ 1 Interest cost (2) 13 5 5 9 4 3 9 4 3 Expected return on plan assets (2) ( 5 ) ( 4 ) ( 1 ) ( 5 ) ( 4 ) ( 1 ) ( 4 ) ( 3 ) ( 1 ) Amortization of prior service cost (credit) (2) ( 2 ) ( 5 ) 2 ( 3 ) ( 4 ) 2 ( 4 ) ( 5 ) 1 Amortization of net loss (2) ( 8 ) ( 4 ) ( 3 ) ( 4 ) ( 2 ) ( 1 ) — — — Net postretirement benefit cost (credit) $ ( 1 ) $ ( 8 ) $ 4 $ ( 1 ) $ ( 6 ) $ 4 $ 3 $ ( 4 ) $ 4 (1) Amounts presented in the table above are included in Operation and maintenance expense in each of the Registrants’ respective Statements of Consolidated Income, net of regulatory deferrals and amounts capitalized. (2) Amounts presented in the table above are included in Other, net in each of the Registrants’ respective Statements of Consolidated Income, net of regulatory deferrals. The following assumptions were used to determine net periodic cost relating to postretirement benefits: Year Ended December 31, 2023 2022 2021 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC Discount rate 5.15 % 5.15 % 5.15 % 2.85 % 2.85 % 2.85 % 2.50 % 2.50 % 2.50 % Expected return on plan assets 5.13 5.26 4.69 3.22 3.32 2.86 3.20 3.30 2.85 130 The following table summarizes changes in the benefit obligation, plan assets, the amounts recognized in consolidated balance sheets and the key assumptions of the postretirement plans. The measurement dates for plan assets and benefit obligations were December 31, 2023 and 2022. December 31, 2023 2022 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions, except for actuarial assumptions) Change in Benefit Obligation Benefit obligation, beginning of year $ 263 $ 115 $ 92 $ 336 $ 148 $ 118 Service cost 1 — 1 2 — 1 Interest cost 13 5 5 9 4 3 Participant contributions 6 2 3 6 2 3 Benefits paid ( 20 ) ( 8 ) ( 8 ) ( 20 ) ( 7 ) ( 8 ) Plan amendment — — — 3 — 2 Actuarial (gain) loss (1) — ( 1 ) — ( 73 ) ( 32 ) ( 27 ) Benefit obligation, end of year 263 113 93 263 115 92 Change in Plan Assets Fair value of plan assets, beginning of year 109 84 25 132 104 29 Employer contributions 7 — 4 8 1 4 Participant contributions 6 2 3 6 2 3 Benefits paid ( 20 ) ( 8 ) ( 8 ) ( 20 ) ( 7 ) ( 8 ) Actual investment return 10 8 2 ( 17 ) ( 16 ) ( 3 ) Fair value of plan assets, end of year 112 86 26 109 84 25 Funded status, end of year $ ( 151 ) $ ( 27 ) $ ( 67 ) $ ( 154 ) $ ( 31 ) $ ( 67 ) Amounts Recognized in Balance Sheets Current liabilities — other $ ( 7 ) $ — $ ( 4 ) $ ( 7 ) $ — $ ( 4 ) Other liabilities — benefit obligations ( 144 ) ( 27 ) ( 63 ) ( 147 ) ( 31 ) ( 64 ) Net liability, end of year $ ( 151 ) $ ( 27 ) $ ( 67 ) $ ( 154 ) $ ( 31 ) $ ( 68 ) Actuarial Assumptions Discount rate (2) 4.95 % 4.95 % 4.95 % 5.15 % 5.15 % 5.15 % Expected return on plan assets (3) 5.13 5.26 4.69 3.66 3.75 3.35 Medical cost trend rate assumed for the next year - Pre-65 7.25 7.25 7.25 6.50 6.50 6.50 Medical/prescription drug cost trend rate assumed for the next year - Post-65 22.76 22.76 22.76 23.66 23.66 23.66 Prescription drug cost trend rate assumed for the next year - Pre-65 9.00 9.00 9.00 8.00 8.00 8.00 Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) 4.50 4.50 4.50 4.50 4.50 4.50 Year that the cost trend rates reach the ultimate trend rate - Pre-65 2033 2033 2033 2032 2032 2032 Year that the cost trend rates reach the ultimate trend rate - Post-65 2033 2033 2033 2032 2032 2032 (1) Significant sources of loss for 2023 include updated life insurance rates and the decrease in discount rate from 5.15 % to 4.95 %. (2) The discount rate assumption was determined by matching the projected cash flows of the plans against a hypothetical yield curve of high-quality corporate bonds represented by a series of annualized individual discount rates from one-half to 99 years. (3) The expected rate of return assumption was developed using the targeted asset allocation of the plans and the expected return for each asset class. 131 (d) Accumulated Other Comprehensive Income (Loss) (CenterPoint Energy and CERC) CenterPoint Energy recognizes the funded status of its pension and other postretirement plans on its Consolidated Balance Sheets. To the extent this obligation exceeds amounts previously recognized in the Statements of Consolidated Income, CenterPoint Energy records a regulatory asset for that portion related to its rate-regulated utilities. To the extent that excess liability does not relate to a rate-regulated utility, the offset is recorded as a reduction to equity in accumulated other comprehensive income. Amounts recognized in accumulated other comprehensive loss (gain) consist of the following: December 31, 2023 2022 Pension Benefits Postretirement Benefits Pension Benefits Postretirement Benefits CenterPoint Energy CenterPoint Energy CERC CenterPoint Energy CenterPoint Energy CERC (in millions) Unrecognized actuarial loss (gain) $ 69 $ ( 34 ) $ ( 27 ) $ 70 $ ( 36 ) $ ( 28 ) Unrecognized prior service cost — 12 10 — 13 11 Net amount recognized in accumulated other comprehensive loss (gain) $ 69 $ ( 22 ) $ ( 17 ) $ 70 $ ( 23 ) $ ( 17 ) The changes in plan assets and benefit obligations recognized in other comprehensive income during 2023 are as follows: Pension Benefits Postretirement Benefits CenterPoint Energy CenterPoint Energy CERC (in millions) Net loss (gain) $ 2 $ — $ 1 Amortization of net loss ( 3 ) 2 ( 2 ) Amortization of prior service cost — ( 1 ) 1 Settlement — — — Total recognized in comprehensive income $ ( 1 ) $ 1 $ — Total recognized in net periodic costs and Other comprehensive income $ 52 $ — $ 4 (e) Pension Plan Assets (CenterPoint Energy) In managing the investments associated with the benefit plans, CenterPoint Energy’s objective is to achieve and maintain a fully funded plan. This objective is expected to be achieved through an investment strategy that manages liquidity requirements while maintaining a long-term horizon in making investment decisions and efficient and effective management of plan assets. As part of the investment strategy discussed above, CenterPoint Energy maintained the following weighted-average allocation targets for its pension plans as of December 31, 2023: Minimum Maximum U.S. equity 17 % 27 % International equity 9 % 19 % Real estate 2 % 11 % Fixed income 54 % 64 % Cash — % 2 % 132 The following tables set forth by level, within the fair value hierarchy (see Note 10), CenterPoint Energy’s pension plan assets at fair value as of December 31, 2023 and 2022: Fair Value Measurements as of December 31, 2023 2022 (Level 1) (Level 2) (Level 3) Total (Level 1) (Level 2) (Level 3) Total (in millions) Cash $ 21 $ — $ — $ 21 $ 7 $ — $ — $ 7 Corporate bonds: Investment grade or above — 469 — 469 — 467 — 467 Equity securities: U.S. companies 30 — — 30 29 — — 29 Cash received as collateral from securities lending 94 — — 94 47 — — 47 U.S. treasuries and government agencies 178 — — 178 163 — — 163 Mortgage backed securities — 15 — 15 — 6 — 6 Asset backed securities — 1 — 1 — 2 — 2 Municipal bonds — 25 — 25 — 24 — 24 International government bonds — 9 — 9 — 10 — 10 Obligation to return cash received as collateral from securities lending ( 94 ) — — ( 94 ) ( 47 ) — — ( 47 ) Financial instruments — ( 4 ) — ( 4 ) — — — — Total investments at fair value $ 229 $ 515 $ — 744 $ 199 $ 509 $ — 708 Investments measured by net asset value per share or its equivalent (1) (2) 460 504 Total Investments $ 1,204 $ 1,212 (1) Represents investments in pooled investment funds and common collective trust funds. (2) The amounts invested in pooled investment funds were 100% allocated to real estate. The amounts invested common collective trust funds were allocated as follows: As of December 31, 2023 2022 International equities 40 % 40 % U.S. equities 59 % 56 % Fixed income 1 % 4 % Level 2 investments, which do not have a quoted price in active market, are valued using the market data provided by independent pricing services or major market makers, to arrive at a price a dealer would pay for the security. The pension plans utilized both exchange traded and over-the-counter financial instruments such as futures, interest rate options and swaps that were marked to market daily with the gains/losses settled in the cash accounts. The pension plans did not include any holdings of CenterPoint Energy Common Stock as of December 31, 2023 or 2022. (f) Postretirement Plan Assets In managing the investments associated with the postretirement plans, the Registrants’ primary objective is to preserve and improve the funded status of the plan, while minimizing volatility. This objective is expected to be achieved through an investment strategy that manages liquidity requirements while maintaining a long-term horizon in making investment decisions and efficient and effective management of plan assets. 133 As part of the investment strategy discussed above, the Registrants maintained the following weighted-average allocation targets for the postretirement plans as of December 31, 2023: CenterPoint Energy Houston Electric CERC Minimum Maximum Minimum Maximum Minimum Maximum U.S. equities 14 % 24 % 13 % 23 % 15 % 25 % International equities 3 % 13 % 3 % 13 % 2 % 12 % Fixed income 69 % 79 % 69 % 79 % 68 % 78 % Cash — % 2 % — % 2 % — % 2 % The following table sets forth by level, within the fair value hierarchy (see Note 10), the Registrants’ postretirement plan assets at fair value as of December 31, 2023 and 2022: Fair Value Measurements as of December 31, 2023 2022 Mutual Funds (Level 1) (Level 2) (Level 3) Total (Level 1) (Level 2) (Level 3) Total (in millions) CenterPoint Energy $ 113 $ — $ — $ 113 $ 109 $ — $ — $ 109 Houston Electric 86 — — 86 84 — — 84 CERC 26 — — 26 25 — — 25 The amounts invested in mutual funds were allocated as follows: As of December 31, 2023 2022 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC Fixed income 72 % 72 % 71 % 74 % 74 % 74 % U.S. equities 20 % 19 % 22 % 18 % 17 % 20 % International equities 8 % 9 % 6 % 8 % 8 % 6 % (g) Benefit Plan Contributions The Registrants made the following contributions in 2023 and are required to make the following minimum contributions in 2024 to the indicated benefit plans below: Contributions in 2023 Expected Minimum Contributions in 2024 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions) Qualified pension plans $ 24 $ — $ — $ 2 $ — $ — Non-qualified pension plans 8 — — 7 — — Postretirement benefit plans 7 — 4 8 1 4 134 The following benefit payments are expected to be paid by the pension and postretirement benefit plans: Pension Benefits Postretirement Benefits CenterPoint Energy CenterPoint Energy Houston Electric CERC (in millions) 2024 $ 141 $ 14 $ 6 $ 5 2025 143 16 6 6 2026 137 17 7 6 2027 135 19 8 7 2028 133 20 9 7 2029-2033 606 107 49 36 (h) Savings Plan CenterPoint Energy maintains the CenterPoint Energy Savings Plan, a tax-qualified employee savings plan that includes a cash or deferred arrangement under Section 401(k) of the Code, and an employee stock ownership plan under Section 4975(e)(7) of the Code. Under the plan, participating employees may make pre-tax or Roth contributions and, if eligible, after-tax contributions up to certain federally mandated limits. Participating Registrants provide matching contributions and, as of January 1, 2020, for certain eligible employees, non-elective contributions up to certain limits. CenterPoint Energy, through the Merger, also acquired additional defined contribution retirement savings plans sponsored by Vectren and its subsidiaries that are qualified under sections 401(a) and 401(k) of the Code, one of which merged into the CenterPoint Energy Savings Plan as of January 1, 2020 and one of which merged into the CenterPoint Energy Savings Plan as of January 1, 2022. As of January 1, 2022, the CenterPoint Energy Savings Plan is the only remaining qualified defined contribution retirement savings plan maintained by CenterPoint Energy. The CenterPoint Energy Savings Plan has significant holdings of Common Stock. As of December 31, 2023, 6,589,241 shares of Common Stock were held by the savings plan, which represented approximately 7 % of its investments. Given the concentration of the investments in Common Stock, the savings plan and its participants have market risk related to this investment. The savings plan limits the percentage of future contributions that can be invested in Common Stock to 25 % and prohibits transfers of account balances where the transfer would result in more than 25 % of a participant’s total account balance invested in Common Stock. CenterPoint Energy allocates the savings plan benefit expense to Houston Electric and CERC related to their respective employees. The following table summarizes the Registrants’ savings plan benefit expense for 2023, 2022 and 2021: Year Ended December 31, 2023 2022 2021 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions) Savings plan benefit expenses (1) $ 67 $ 23 $ 20 $ 72 $ 23 $ 22 $ 58 $ 20 $ 23 (1) Amounts presented in the table above are included in Operation and maintenance expense in the Registrants’ respective Statements of Consolidated Income and shown prior to any amounts capitalized. (i) Other Benefits Plans The Registrants participate in CenterPoint Energy’s plans that provide postemployment benefits for certain former or inactive employees, their beneficiaries and covered dependents, after employment but before retirement (primarily healthcare and life insurance benefits for participants in the long-term disability plan). CenterPoint Energy maintains non-qualified deferred compensation plans that provide benefits payable to eligible directors, officers and select employees or their designated beneficiaries at specified future dates or upon termination, retirement or death. Benefit payments are made from the general assets of the participating Registrants or, in the case of certain plans, from a rabbi trust that is a grantor trust and remains subject to the claims of general creditors under applicable state and federal law. 135 Expenses related to other benefit plans were recorded as follows: Year Ended December 31, 2023 2022 2021 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions) Postemployment benefits $ ( 1 ) $ — $ — $ 4 $ 1 $ 1 $ 3 $ 1 $ 2 Deferred compensation plans ( 1 ) — — 1 — — 3 — — Amounts related to other benefit plans were included in Benefit Obligations in the Registrants’ accompanying Consolidated Balance Sheets as follows: December 31, 2023 December 31, 2022 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions) Postemployment benefits $ 5 $ 2 $ 3 $ 9 $ 3 $ 4 Deferred compensation plans 26 3 1 28 4 1 Split-dollar life insurance arrangements 46 1 — 22 1 — (j) Change in Control Agreements and Other Employee Matters CenterPoint Energy has a change in control plan, which was amended and restated on May 1, 2017. The plan generally provides, to the extent applicable, in the case of a change in control of CenterPoint Energy and covered termination of employment, for severance benefits of up to three times annual base salary plus bonus, and other benefits. Certain CenterPoint Energy officers are participants under the plan. Certain key employees of a subsidiary of Vectren have employment agreements that provide payments and other benefits upon a covered termination of employment. As of December 31, 2023, the Registrants’ employees were covered by collective bargaining agreements as follows: Percentage of Employees Covered Agreement Expiration CenterPoint Energy Houston Electric CERC IBEW Local 66 May 2026 17 % 53 % — % OPEIU Local 12 December 2025 2 % — % 2 % Gas Workers Union Local 340 April 2025 5 % — % 13 % IBEW Locals 1393 and USW Locals 12213 & 7441 December 2026 3 % — % 8 % IBEW Locals 949 December 2025 3 % — % 7 % USW Locals 13-227 June 2027 5 % — % 13 % USW Locals 13-1 June 2027 — % — % 1 % IBEW Local 702 June 2025 3 % — % — % Teamsters Local 135/215 September 2024 — % — % — % UWUA Local 175 October 2024 2 % — % 4 % Total 40 % 53 % 48 % The collective bargaining agreements with Teamsters Local 135 related to SIGECO employees and Utility Workers Union of America, Local 175 related to VEDO employees are scheduled to expire in September 2024 and October 2024, respectively, and negotiations of these agreements are expected to be completed before the respective expirations. Board of Directors Actions . On July 22, 2021, CenterPoint Energy announced the decision of the independent directors of the Board to implement a new independent Board leadership and governance structure and appointed a new independent chair 136 of the Board. To implement this new governance structure, the independent directors of the Board eliminated the Executive Chairman position that was formerly held by Milton Carroll. On the approval and recommendation of the Compensation Committee and approval of the Board (acting solely through its independent directors), CenterPoint Energy entered into a separation agreement between CenterPoint Energy and Mr. Carroll, dated July 21, 2021. Under the terms of the separation agreement, Mr. Carroll exited the positions of Executive Chairman on July 21, 2021 and Board member on September 30, 2021. Under the terms of the separation agreement, Mr. Carroll received a lump sum cash payment of $ 28 million and his separation was treated as an “enhanced retirement” for purposes of his outstanding 2019, 2020 and 2021 equity award agreements. On the approval and recommendation of the Compensation Committee and approval of the Board (acting solely through its independent directors), CenterPoint Energy has entered into a retention incentive agreement with David J. Lesar, President and Chief Executive Officer of CenterPoint Energy, dated July 20, 2021. For information about the classification of this award, see Note 12. (9) Derivative Instruments The Registrants are exposed to various market risks. These risks arise from transactions entered into in the normal course of business. The Registrants, from time to time, utilize derivative instruments such as swaps and options to mitigate the impact of changes in commodity prices, weather and interest rates on operating results and cash flows. (a) Non-Trading Activities Commodity Derivative Instruments (CenterPoint Energy and CERC). CenterPoint Energy and CERC, through the Indiana Utilities they respectively own, enter into certain derivative instruments, including physical forward contracts, to mitigate the effects of commodity price movements. Outstanding derivative instruments designated as economic hedges at the Indiana Utilities hedge long-term variable rate natural gas purchases. The Indiana Utilities have authority to refund and recover mark-to-market gains and losses associated with hedging natural gas purchases, and thus the gains and losses on derivatives are deferred in a regulatory liability or asset. All other financial instruments do not qualify or are not designated as cash flow or fair value hedges. As of both December 31, 2023 and 2022, the notional volumes of both CenterPoint Energy’s and CERC’s natural gas derivatives were 27,421 MMBtu per day. Interest Rate Risk Derivative Instruments. From time to time, the Registrants may enter into interest rate derivatives that are designated as economic or cash flow hedges. The objective of these hedges is to offset risk associated with interest rates borne by the Registrants in connection with an anticipated future fixed rate debt offering or other exposure to variable rate debt. Houston Electric and the Indiana Utilities have authority to refund and recover mark-to-market gains and losses associated with hedging financing activity, and thus the gains and losses on derivatives are deferred in a regulatory liability or asset. For the impacts of cash flow hedges to Accumulated other comprehensive income, see Note 12. The table below summarizes CenterPoint Energy’s and Houston Electric’s outstanding interest rate hedging activity: December 31, 2023 December 31, 2022 Hedging Classification Notional Principal (in millions) CenterPoint Energy: Economic hedge (1) $ — $ 84 Cash flow hedge (2) (3) 200 — Houston Electric: Cash flow hedge (3) 100 — (1) Relates to interest rate derivative instruments at SIGECO that terminated on May 1, 2023 . (2) Relates to interest rate derivative instruments at CenterPoint Energy with a termination date of December 31, 2029. The interest rate swap agreements were designated as cash flow hedges of forecasted transactions. CenterPoint Energy records all changes in the fair value of cash flow hedges in accumulated other comprehensive income (loss) until the underlying hedged transaction occurs, when it reclassifies that amount into earnings. (3) Relates to interest rate derivative instruments at Houston Electric with a termination date of June 28, 2024. The interest rate treasury lock agreements were designated as cash flow hedges of forecasted transactions. Houston Electric records 137 all changes in the fair value of cash flow hedges to a regulatory asset or liability, which is amortized over the life of the associated debt being hedged. (b) Derivative Fair Values and Income Statement Impacts CenterPoint Energy’s outstanding interest rate derivatives designated as cash flow hedges described above were not material as of December 31, 2023 and are included in current non-trading derivative liabilities on CenterPoint Energy’s Consolidated Balance Sheets. Houston Electric’s outstanding interest rate derivatives designated as cash flow hedges described above were not material as of December 31, 2023 and are included in prepaid expenses and other current assets on Houston Electric’s Consolidated Balance Sheets. The tables below provide a balance sheet overview of CenterPoint Energy’s and CERC’s derivative assets and liabilities as of December 31, 2023 and 2022. December 31, 2023 December 31, 2022 Balance Sheet Location Derivative Assets Fair Value Derivative Liabilities Fair Value Derivative Assets Fair Value Derivative Liabilities Fair Value CenterPoint Energy: (in millions) Derivatives not designated as hedging instruments: Natural gas derivatives (1) Current Assets: Non-trading derivative assets $ — $ — $ 9 $ — Interest rate derivatives Current Assets: Non-trading derivative assets — — 1 — Natural gas derivatives (1) Other Assets: Non-trading derivative assets — — 2 — Natural gas derivatives (1) Current Liabilities: Non-trading derivative liabilities — 9 — — Natural gas derivatives (1) Other Liabilities: Non-trading derivative liabilities — 3 — — Indexed debt securities derivative (2) Current Liabilities — 605 — 578 Total $ — $ 617 $ 12 $ 578 (1) Natural gas contracts are subject to master netting arrangements. This netting applies to all undisputed amounts due or past due. However, the mark-to-market fair value of each natural gas contract is in a liability or asset position with no offsetting amount as of December 31, 2023 and 2022, respectively. (2) Derivative component of the ZENS obligation that represents the ZENS holder’s option to receive the appreciated value of the reference shares at maturity and other payments to which they may be entitled. See Note 11 for further information. December 31, 2023 December 31, 2022 Balance Sheet Location Derivative Assets Fair Value Derivative Liabilities Fair Value Derivative Assets Fair Value Derivative Liabilities Fair Value CERC: (in millions) Derivatives not designated as hedging instruments: Natural gas derivatives (1) Current Assets: Non-trading derivative assets $ — $ — $ 7 $ — Natural gas derivatives (1) Other Assets: Non-trading derivative assets — — 2 — Natural gas derivatives (1) Current Liabilities: Non-trading derivative liabilities — 8 — — Natural gas derivatives (1) Other Liabilities: Non-trading derivative liabilities — 3 — — Total $ — $ 11 $ 9 $ — (1) Natural gas contracts are subject to master netting arrangements. This netting applies to all undisputed amounts due or past due. However, the mark-to-market fair value of each natural gas contract is in a liability or asset position with no offsetting amount as of December 31, 2023 and 2022, respectively. 138 The table below provides the related income statement impacts of derivative activity for the years ending December 31, 2023, 2022 and 2021. Year Ended December 31, Income Statement Location 2023 2022 2021 CenterPoint Energy: (in millions) Effects of derivatives not designated as hedging instruments: Indexed debt securities derivative (1) Gain (loss) on indexed debt securities $ ( 27 ) $ 325 $ 50 Total CenterPoint Energy $ ( 27 ) $ 325 $ 50 (1) The indexed debt securities derivative is recorded at fair value and changes in the fair value are recorded in CenterPoint Energy’s Statements of Consolidated Income. (c) Credit Risk Contingent Features (CenterPoint Energy and CERC) Certain of CenterPoint Energy’s and CERC’s derivative instruments contain provisions that require CenterPoint Energy and CERC to maintain an investment grade credit rating on their respective long-term unsecured unsubordinated debt from S&P and Moody’s. If CenterPoint Energy’s or CERC’s debt were to fall below investment grade, it would be in violation of these provisions, and the counterparties to the derivative instruments could request immediate payment or additional collateral. December 31, 2023 December 31, 2022 CenterPoint Energy CERC CenterPoint Energy CERC (in millions) Aggregate fair value of derivatives containing material adverse change provisions in a net liability position $ 9 $ 8 $ — $ — Fair value of collateral already posted — — — — Additional collateral required to be posted if credit risk contingent features triggered 9 8 — — (10) Fair Value Measurements Assets and liabilities that are recorded at fair value in the Registrants’ Consolidated Balance Sheets are categorized based upon the level of judgment associated with the inputs used to measure their value. Hierarchical levels, as defined below and directly related to the amount of subjectivity associated with the inputs to fair valuations of these assets and liabilities, are as follows: Level 1: Inputs are unadjusted quoted prices in active markets for identical assets or liabilities at the measurement date. The types of assets carried at Level 1 fair value generally are exchange-traded derivatives and equity securities. Level 2: Inputs, other than quoted prices included in Level 1, are observable for the asset or liability, either directly or indirectly. Level 2 inputs include quoted prices for similar instruments in active markets, and inputs other than quoted prices that are observable for the asset or liability. Fair value assets and liabilities that are generally included in this category are derivatives with fair values based on inputs from actively quoted markets. A market approach is utilized to value the Registrants’ Level 2 natural gas derivative assets or liabilities. CenterPoint Energy’s Level 2 indexed debt securities derivative is valued using an option model and a discounted cash flow model, which uses projected dividends on the ZENS-Related Securities and a discount rate as observable inputs. Level 3: Inputs are unobservable for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability. Unobservable inputs reflect the Registrants’ judgments about the assumptions market participants would use in pricing the asset or liability since limited market data exists. The Registrants develop these inputs based on the best information available, including the Registrants’ own data. The Registrants determine the appropriate level for each financial asset and liability on a quarterly basis and recognize transfers between levels at the end of the reporting period. 139 The following tables present information about the Registrants’ assets and liabilities (including derivatives that are presented net) measured at fair value on a recurring basis as of December 31, 2023 and December 31, 2022, and indicate the fair value hierarchy of the valuation techniques utilized by the Registrants to determine such fair value. CenterPoint Energy December 31, 2023 December 31, 2022 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets (in millions) Equity securities $ 541 $ — $ — $ 541 $ 510 $ — $ — $ 510 Investments, including money market funds (1) 31 — — 31 32 — — 32 Interest rate derivatives — — — — — 1 — 1 Natural gas derivatives — — — — — 11 — 11 Total assets $ 572 $ — $ — $ 572 $ 542 $ 12 $ — $ 554 Liabilities Indexed debt securities derivative $ — $ 605 $ — $ 605 $ — $ 578 $ — $ 578 Natural gas derivatives — 12 — 12 — — — — Total liabilities $ — $ 617 $ — $ 617 $ — $ 578 $ — $ 578 Houston Electric December 31, 2023 December 31, 2022 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets (in millions) Investments, including money market funds (1) $ 14 $ — $ — $ 14 $ 17 $ — $ — $ 17 Total assets $ 14 $ — $ — $ 14 $ 17 $ — $ — $ 17 CERC December 31, 2023 December 31, 2022 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets (in millions) Investments, including money market funds (1) $ 15 $ — $ — $ 15 $ 14 $ — $ — $ 14 Natural gas derivatives — — — — — 9 — 9 Total assets $ 15 $ — $ — $ 15 $ 14 $ 9 $ — $ 23 Liabilities Natural gas derivatives $ — $ 11 $ — $ 11 $ — $ — $ — $ — Total liabilities $ — $ 11 $ — $ 11 $ — $ — $ — $ — (1) Amounts are included in Prepaid expenses and other current assets in the respective Consolidated Balance Sheets. During 2023 and 2022, CenterPoint Energy did not have any assets or liabilities designated as Level 3. Items Measured at Fair Value on a Nonrecurring Basis For a discussion of the valuation of the Arkansas and Oklahoma Natural Gas businesses in 2021, see Note 4. Estimated Fair Value of Financial Instruments The fair values of cash and cash equivalents, investments in debt and equity securities classified as “trading” and short-term borrowings are estimated to be approximately equivalent to carrying amounts and have been excluded from the table below. The carrying amounts of non-trading derivative assets and liabilities and CenterPoint Energy’s equity securities, including ZENS related derivative liabilities, are stated at fair value and are excluded from the table below. The fair value of each debt instrument is determined by multiplying the principal amount of each debt instrument by a combination of historical 140 trading prices and comparable issue data. These liabilities, which are not measured at fair value in the Registrants’ Consolidated Balance Sheets, but for which the fair value is disclosed, would be classified as Level 2 in the fair value hierarchy. December 31, 2023 December 31, 2022 CenterPoint Energy (1) Houston Electric (1) CERC CenterPoint Energy (1) Houston Electric (1) CERC Long-term debt, including current maturities (in millions) Carrying amount $ 18,609 $ 7,587 $ 4,670 $ 16,338 $ 6,353 $ 4,826 Fair value 17,804 6,917 4,627 14,990 5,504 4,637 (1) Includes Securitization Bond debt. (11) Equity Securities and Indexed Debt Securities (ZENS) (CenterPoint Energy) (a) Equity Securities Gains and losses on equity securities, net of transaction costs, are recorded as Gain (loss) on equity securities in CenterPoint Energy’s Statements of Consolidated Income. The following table presents information on CenterPoint Energy's equity securities for each period indicated: Year Ended December 31, 2023 2022 2021 (in millions) AT&T Common $ ( 17 ) $ ( 63 ) $ ( 43 ) Charter Common 43 ( 273 ) ( 8 ) WBD Common 5 23 — Energy Transfer Common Units (1) — 95 ( 124 ) Energy Transfer Series G Preferred Units (1) — ( 9 ) 2 Other — — 1 Total Gains (Losses) on Equity Securities $ 31 $ ( 227 ) $ ( 172 ) (1) In 2022, CenterPoint Energy completed the execution of its previously announced plan to exit the midstream sector by selling the remaining Energy Transfer Common Units and Energy Transfer Series G Preferred Units it held. CenterPoint Energy recorded unrealized gains (losses) of $ 31 million, $( 313 ) million, and $( 52 ) million for the years ended December 31, 2023, 2022, and 2021, respectively, for equity securities held as of December 31, 2023, 2022, and 2021. CenterPoint Energy and its subsidiaries hold shares of certain securities detailed in the table below, which are classified as trading securities. Shares of AT&T Common, Charter Common and WBD Common are expected to be held to facilitate CenterPoint Energy’s ability to meet its obligation under the ZENS. Shares Held at December 31, Carrying Value at December 31, 2023 2022 2023 2022 (in millions) AT&T Common 10,212,945 10,212,945 $ 171 $ 188 Charter Common 872,503 872,503 339 296 WBD Common 2,470,685 2,470,685 28 23 Other 3 3 $ 541 $ 510 141 (b) ZENS In September 1999, CenterPoint Energy issued ZENS having an original principal amount of $ 1.0 billion, of which $ 828 million remained outstanding as of December 31, 2023. Each ZENS is exchangeable at the holder’s option at any time for an amount of cash equal to 95 % of the market value of the reference shares attributable to such note. The number and identity of the reference shares attributable to each ZENS are adjusted for certain corporate events. CenterPoint Energy’s reference shares for each ZENS consisted of the following: December 31, 2023 2022 (in shares) AT&T Common 0.7185 0.7185 Charter Common 0.061382 0.061382 WBD Common 0.173817 0.173817 CenterPoint Energy pays interest on the ZENS at an annual rate of 2 % plus the amount of any quarterly cash dividends paid in respect of the reference shares attributable to the ZENS. The principal amount of the ZENS is subject to increases or decreases to the extent that the annual yield from interest and cash dividends on the reference shares is less than or more than 2.309 %. The adjusted principal amount is defined in the ZENS instrument as “contingent principal.” As of December 31, 2023, the ZENS, having an original principal amount of $ 828 million and a contingent principal amount of $ 18 million, were outstanding and were exchangeable, at the option of the holders, for cash equal to 95 % of the market value of the reference shares attributable to the ZENS. As of December 31, 2023, the market value of such shares was approximately $ 538 million, which would provide an exchange amount of $ 618 for each $ 1,000 original principal amount of ZENS. At maturity of the ZENS in 2029, CenterPoint Energy will be obligated to pay in cash the higher of the contingent principal amount of the ZENS or an amount based on the then-current market value of the reference shares, which will include any additional publicly-traded securities distributed with respect to the current reference shares prior to maturity. The ZENS obligation is bifurcated into a debt component and a derivative component (the holder’s option to receive the appreciated value of the reference shares at maturity). The bifurcated debt component accretes through interest charges annually up to the contingent principal amount of the ZENS in 2029. Such accretion will be reduced by annual cash interest payments, as described above. The derivative component is recorded at fair value and changes in the fair value of the derivative component are recorded in CenterPoint Energy’s Statements of Consolidated Income. Changes in the fair value of the ZENS-Related Securities held by CenterPoint Energy are expected to substantially offset changes in the fair value of the derivative component of the ZENS. 142 The following table sets forth summarized financial information regarding CenterPoint Energy’s investment in ZENS-Related Securities and each component of CenterPoint Energy’s ZENS obligation. ZENS-Related Securities Debt Component of ZENS Derivative Component of ZENS (in millions) Balance as of December 31, 2020 $ 871 $ 15 $ 953 Accretion of debt component of ZENS — 17 — 2% interest paid — ( 17 ) — Distribution to ZENS holders — ( 5 ) — Gain on indexed debt securities — — ( 50 ) Loss on ZENS-Related Securities ( 51 ) — — Balance as of December 31, 2021 820 10 903 Accretion of debt component of ZENS — 17 — 2% interest paid — ( 17 ) — Distribution to ZENS holders — ( 3 ) — Gain on indexed debt securities — — ( 325 ) Loss on ZENS-Related Securities ( 313 ) — — Balance as of December 31, 2022 507 7 578 Accretion of debt component of ZENS — 17 — 2% interest paid — ( 17 ) — Distribution to ZENS holders — ( 2 ) — Loss on indexed debt securities — — 27 Gain on ZENS-Related Securities 31 — — Balance as of December 31, 2023 $ 538 $ 5 $ 605 (12) Equity (CenterPoint Energy) Dividends Declared and Paid (CenterPoint Energy) CenterPoint Energy declared and paid dividends on its Common Stock during 2023, 2022 and 2021 as presented in the table below: Dividends Declared Per Share Dividends Paid Per Share 2023 2022 2021 2023 2022 2021 Common Stock $ 0.7800 $ 0.7200 $ 0.6600 $ 0.7700 $ 0.7000 $ 0.6500 Series A Preferred Stock (1) 30.6250 61.2500 61.2500 61.2500 61.2500 61.2500 Series B Preferred Stock (2) — — 35.0000 — — 52.5000 Series C Preferred Stock (3) — — — — — 0.1600 (1) All of the outstanding shares of Series A Preferred Stock were redeemed during 2023 as further described below. (2) All of the outstanding shares of Series B Preferred Stock were converted to Common Stock during 2021. (3) The Series C Preferred Stock was entitled to participate in any dividend or distribution (excluding those payable in Common Stock) with the Common Stock on a pari passu, pro rata, as-converted basis. The per share amount reflects the dividend per share of Common Stock as if the Series C Preferred Stock were converted into Common Stock. All of the outstanding Series C Preferred Stock was converted to Common Stock during 2021. 143 Preferred Stock (CenterPoint Energy) Liquidation Preference Per Share Shares Outstanding as of December 31, Outstanding Value as of December 31, 2023 2022 2021 2023 2022 2021 (in millions, except shares and per share amount) Series A Preferred Stock (1) $ 1,000 — 800,000 800,000 $ — $ 790 $ 790 — 800,000 800,000 $ — $ 790 $ 790 (1) All of the outstanding shares of Series A Preferred Stock were redeemed during 2023 as further described below. Dividend Requirement on Preferred Stock Year Ended December 31, 2023 2022 2021 (in millions) Series A Preferred Stock $ 50 $ 49 $ 49 Series B Preferred Stock — — 46 Total income allocated to preferred shareholders $ 50 $ 49 $ 95 Series A Preferred Stock Prior to the redemption of all outstanding shares of Series A Preferred Stock in September 2023, the aggregate liquidation value of the Series A Preferred Stock was $ 800 million with a per share liquidation value of $ 1,000 . The Series A Preferred Stock was redeemable at CenterPoint Energy’s election on or after September 1, 2023, for cash at a redemption price of $ 1,000 per share, plus any accumulated and unpaid dividends thereon to, but excluding, the redemption date. Dividends. The Series A Preferred Stock accrued cumulative dividends, calculated as a percentage of the stated amount per share, at a fixed annual rate of 6.125 % per annum to be paid in cash if, when and as declared. If declared, dividends were payable semi-annually in arrears on each March 1 and September 1, beginning on March 1, 2019. Cumulative dividends earned during the applicable periods are presented on CenterPoint Energy’s Statements of Consolidated Income as Preferred stock dividend requirement. Ranking. The Series A Preferred Stock, with respect to anticipated dividends and distributions upon CenterPoint Energy’s liquidation or dissolution, or winding-up of CenterPoint Energy’s affairs, ranked: • senior to Common Stock and to each other class or series of capital stock established after the initial issue date of the Series A Preferred Stock that is expressly made subordinated to the Series A Preferred Stock; • on a parity with any class or series of capital stock established after the initial issue date of the Series A Preferred Stock that is not expressly made senior or subordinated to the Series A Preferred Stock; • junior to any class or series of capital stock established after the initial issue date of the Series A Preferred Stock that is expressly made senior to the Series A Preferred Stock; • junior to all existing and future indebtedness (including indebtedness outstanding under CenterPoint Energy’s credit facilities, senior notes and commercial paper) and other liabilities with respect to assets available to satisfy claims against CenterPoint Energy; and • structurally subordinated to any existing and future indebtedness and other liabilities of CenterPoint Energy’s subsidiaries and capital stock of CenterPoint Energy’s subsidiaries held by third parties. Voting Rights. Holders of the Series A Preferred Stock generally did not have voting rights. 144 Redemption of Series A Preferred Stock. On September 1, 2023, CenterPoint Energy redeemed all 800,000 outstanding shares of Series A Preferred Stock, in whole for cash at a redemption price of $ 1,000 per share, plus any accumulated and unpaid dividends thereon to, but excluding, the redemption date. Temporary Equity (CenterPoint Energy) On the approval and recommendation of the Compensation Committee and approval of the Board (acting solely through its independent directors), CenterPoint Energy entered into a retention incentive agreement with David J. Lesar, then President and Chief Executive Officer of CenterPoint Energy, dated July 20, 2021. Pursuant to the retention incentive agreement, Mr. Lesar received equity-based awards under CenterPoint Energy’s LTIP covering a total of 1 million shares of Common Stock (Total Stock Award), which were granted in multiple annual awards. Mr. Lesar received 400 thousand restricted stock units in July 2021 that vested in December 2022 and 400 thousand restricted stock units and 200 thousand restricted stock units in February 2022 and February 2023, respectively, that vested in December 2023. For accounting purposes, the 1 million shares under the Total Stock Award, consisting of the equity-based awards described above, were considered granted in July 2021. In the event that death, disability, termination without cause or resignation for good reason, as defined in the retention incentive agreement, had occurred prior to the full Total Stock Award being awarded, CenterPoint Energy would have paid a lump sum cash payment equal to the value of the unawarded equity-based awards, based on the closing trading price of Common Stock on the date of the event’s occurrence. Because the equity-based awards would have been redeemable for cash prior to being awarded upon events that were not probable at the grant date, the equity associated with any unawarded equity-based awards were classified as Temporary Equity as of December 31, 2022 on CenterPoint Energy’s Consolidated Balance Sheets. As of December 31, 2023, all restricted stock units have been awarded to Mr. Lesar and no amounts are reflected in Temporary Equity on CenterPoint Energy’s Consolidated Balance Sheets. Accumulated Other Comprehensive Income (Loss) (CenterPoint Energy and CERC) Changes in accumulated comprehensive income (loss) are as follows: Year Ended December 31, 2023 2022 CenterPoint Energy CERC CenterPoint Energy CERC (in millions) Beginning Balance $ ( 31 ) $ 16 $ ( 64 ) $ 10 Other comprehensive income (loss) before reclassifications: Remeasurement of pension and other postretirement plans ( 8 ) — ( 40 ) 10 Amounts reclassified from accumulated other comprehensive loss: Net deferred gain from cash flow hedges 1 — — — Prior service cost (1) 1 ( 2 ) ( 1 ) ( 1 ) Actuarial losses (1) 1 2 8 1 Settlement (2) — — 67 — Reclassification of deferred loss from cash flow hedges realized in net income — — 1 — Tax benefit (expense) 1 — ( 2 ) ( 4 ) Net current period other comprehensive income (loss) ( 4 ) — 33 6 Ending Balance $ ( 35 ) $ 16 $ ( 31 ) $ 16 (1) Amounts are included in the computation of net periodic cost and are reflected in Other, net in each of the Registrants’ respective Statements of Consolidated Income. (2) Amounts presented represent a one-time, non-cash settlement cost (benefit), prior to regulatory deferrals, which are required when the total lump sum distributions or other settlements of plan benefit obligations during a plan year exceed the service cost and interest cost components of the net periodic cost for that year. Amounts presented in the table above are included in Other income (expense), net in CenterPoint Energy’s Statements of Consolidated Income, net of regulatory deferrals. 145 (13) Short-term Borrowings and Long-term Debt Short-term Borrowings and Long-term Debt: As of December 31, 2023 and 2022, the Registrants had the following short-term borrowings and long-term debt outstanding: December 31, 2023 December 31, 2022 Long-Term Current (1) Long-Term Current (1) (in millions) CenterPoint Energy: ZENS due 2029 (2) $ — $ 5 $ — $ 7 CenterPoint Energy senior notes 1.45 % to 5.989 % due 2024 to 2049 3,250 850 3,050 — CenterPoint Energy pollution control bonds 5.125 % due 2028 (3) 68 — 68 — CenterPoint Energy commercial paper (4) 1,036 — 1,770 — SIGECO first mortgage bonds 3.450 % to 6.00 % due 2024 to 2055 (5) 825 22 277 11 SIGECO securitization bonds 5.026 % to 5.172 % due 2036 to 2041 (6) 324 17 — — Other debt — — — 4 Unamortized debt issuance costs ( 35 ) — ( 15 ) — Unamortized discount and premium, net ( 5 ) — ( 6 ) — Houston Electric debt (see details below) 7,426 161 6,197 156 CERC debt (see details below) 4,670 4 3,495 1,842 Total CenterPoint Energy debt $ 17,559 $ 1,059 $ 14,836 $ 2,020 Houston Electric: General mortgage bonds 2.35 % to 6.95 % due 2026 to 2053 (7) $ 7,512 $ — $ 6,112 $ — Other 1 — 1 — Bond Company IV: Transition bonds 3.028 % due 2024 — 161 161 156 Unamortized debt issuance costs ( 59 ) — ( 50 ) — Unamortized discount and premium, net ( 28 ) — ( 27 ) — Total Houston Electric debt $ 7,426 $ 161 $ 6,197 $ 156 CERC (8) : Short-term borrowings: Inventory financing (9) $ — $ 4 $ — $ 11 Term loan — — — 500 Total CERC short-term borrowings — 4 — 511 Long-term debt: Senior notes 1.75 % to 6.625 % due 2026 to 2047 $ 4,120 $ — $ 2,620 $ 1,331 Indiana Gas senior notes 6.34 % to 7.08 % due 2025 to 2029 96 — 96 — Commercial paper (4) 484 — 805 — Unamortized debt issuance costs ( 31 ) — ( 22 ) — Unamortized discount and premium, net 1 — ( 4 ) — Total CERC debt $ 4,670 $ 4 $ 3,495 $ 1,842 (1) Includes amounts due or exchangeable within one year of the date noted. (2) CenterPoint Energy’s ZENS obligation is bifurcated into a debt component and an embedded derivative component. For additional information regarding ZENS, see Note 11(b). As ZENS are exchangeable for cash at any time at the option of the holders, these notes are classified as a current portion of long-term debt. 146 (3) These pollution control bonds were secured by general mortgage bonds of Houston Electric as of December 31, 2023 and 2022 and are not reflected in Houston Electric’s consolidated financial statements because of the contingent nature of the obligations. (4) Commercial paper issued by CenterPoint Energy and CERC Corp. has maturities up to 60 days and 30 days, respectively, and are backstopped by the respective issuer’s long-term revolving credit facility. Commercial paper is classified as long-term because the termination date of the facility that backstops the commercial paper is more than one year from the balance sheet date. (5) The first mortgage bonds issued by SIGECO subject SIGECO’s properties to a lien under the related mortgage indenture as further discussed below. (6) Scheduled final payment dates are November 15, 2036 and May 15, 2041. The SIGECO Securitization Bonds will be repaid over time through a securitization charge imposed on retail electric customers in SIGECO’s service territory. (7) The general mortgage bonds issued by Houston Electric subject Houston Electric’s properties to a lien under the General Mortgage as further discussed below. (8) Issued by CERC Corp. (9) Represents AMA transactions accounted for as an inventory financing. Debt Transactions Debt Issuances. During 2023, the following debt instruments were issued or incurred: Registrant Issuance Date Debt Instrument Aggregate Principal Amount Interest Rate Maturity Date (in millions, except for interest rates) Houston Electric (1) March 2023 General Mortgage Bonds $ 600 4.95 % 2033 Houston Electric (1) March 2023 General Mortgage Bonds 300 5.30 % 2053 Houston Electric (2) September 2023 General Mortgage Bonds 500 5.20 % 2028 Total Houston Electric 1,400 CERC (3) February 2023 Term Loan 500 SOFR (4) + 0.85 % 2024 CERC (5) February 2023 Senior Notes 600 5.25 % 2028 CERC (5) February 2023 Senior Notes 600 5.40 % 2033 CERC (6) May 2023 Senior Notes 300 5.25 % 2028 Total CERC 2,000 CenterPoint Energy (7) March 2023 First Mortgage Bonds 100 4.98 % 2028 CenterPoint Energy (7) March 2023 First Mortgage Bonds 80 5.04 % 2033 CenterPoint Energy (8) March 2023 Term Loan 250 SOFR (4) + 1.50 % 2023 CenterPoint Energy (9) June 2023 Securitization Bonds 341 5.026 % - 5.172 % 2038-2043 CenterPoint Energy (10) August 2023 Convertible Notes 1,000 4.25 % 2026 CenterPoint Energy (11) August 2023 Senior Notes 400 5.25 % 2026 CenterPoint Energy (12) October 2023 First Mortgage Bonds 470 5.75 % - 6.00 % 2029-2034 Total CenterPoint Energy $ 6,041 (1) Total proceeds from Houston Electric’s March 2023 issuances of general mortgage bonds, net of transaction expenses and fees, were approximately $ 890 million. Approximately $ 593 million of such proceeds were used for general limited liability company purposes, including capital expenditures, working capital and the repayment of all or a portion of Houston Electric’s borrowings under the CenterPoint Energy money pool, and approximately $ 296 million of such proceeds will be disbursed or allocated to finance or refinance, in part or in full, new or existing projects that meet stated criteria. (2) Total proceeds from Houston Electric’s September 2023 issuances of general mortgage bonds, net of transaction expenses and fees, of approximately $ 496 million were used for general limited liability company purposes, including capital expenditures, working capital and the repayment of all of Houston Electric’s borrowings under the CenterPoint Energy money pool. (3) Total proceeds, net of transaction expenses and fees, of approximately $ 500 million were used for general corporate purposes, including the repayment of CERC’s outstanding commercial paper balances. (4) As defined in the term loan agreement, which includes an adjustment of 0.10 % per annum. 147 (5) Total proceeds from CERC’s February 2023 issuances of senior notes, net of transaction expenses and fees, of approximately $ 1.2 billion were used for general corporate purposes, including the repayment of (i) all or a portion of CERC’s outstanding 0.700 % senior notes due 2023, (ii) all or a portion of CERC’s outstanding floating rate senior notes due 2023 and (iii) a portion of CERC’s outstanding commercial paper balances. (6) Total proceeds, including issuance premiums and approximately $ 3 million of accrued interest, and net of transaction expenses and fees, of approximately $ 308 million were used for general corporate purposes, including repayment of a portion of CERC’s outstanding $ 500 million term loan due February 2024. (7) Issued by SIGECO. Total proceeds from SIGECO’s March 2023 issuances of first mortgage bonds, net of transaction expenses and fees, of approximately $ 179 million were used for general corporate purposes, including repaying short-term debt. (8) Total proceeds, net of transaction expenses and fees, of approximately $ 250 million were used for general corporate purposes, including the repayment of CenterPoint Energy’s outstanding commercial paper balances. The full outstanding amount of the term loan, including accrued and unpaid interest, was repaid in March 2023 and, following the repayment, the term loan agreement was terminated. (9) Issued by SIGECO Securitization Subsidiary. Total proceeds from SIGECO Securitization Subsidiary’s June 2023 issuance of SIGECO Securitization Bonds, net of transaction expenses and fees, of approximately $ 337 million were used to pay SIGECO the purchase price of the securitization property. SIGECO used the net proceeds from the sale of the securitization property (after payment of upfront financing costs) to reimburse or pay for qualified costs approved by the IURC related to the completed retirement of its A.B. Brown 1 and 2 coal-powered generation units. See Notes 2 and 7 for further details. (10) Total proceeds, net of discounts, transaction fees and expenses, of $ 985 million were used for general corporate purposes, including the redemption of CenterPoint Energy’s Series A Preferred Stock after its September 1, 2023 redemption date, and the repayment of a portion of CenterPoint Energy’s outstanding commercial paper. See additional information below. (11) Total proceeds, net of discounts, transaction fees and expenses, of $ 397 million were used for general corporate purposes and the repayment of a portion of CenterPoint Energy’s outstanding commercial paper. (12) SIGECO issued in three tranches: (i) $ 180 million first mortgage bonds bearing interest at 5.75 % due 2029; (ii) $ 105 million first mortgage bonds bearing interest at 5.91 % due 2030; and (iii) $ 185 million first mortgage bonds bearing interest at 6.00 % due 2034. The net proceeds of $ 467 million were used for general corporate purposes. In April 2023, SIGECO executed a remarketing agreement to remarket five series of tax-exempt debt issued by the Indiana Finance Authority, and secured by SIGECO first mortgage bonds, of approximately $ 148 million, comprised of: (i) $ 107 million aggregate principal amount of Environmental Improvement Refunding Revenue Bonds, Series 2013, originally issued by the Indiana Finance Authority on April 26, 2013, and (ii) $ 41 million aggregate principal amount of Environmental Improvement Refunding Revenue Bonds, Series 2014, originally issued by the Indiana Finance Authority on September 24, 2014, which closed on May 1, 2023. In July 2023, SIGECO executed a remarketing agreement to remarket two series of tax-exempt debt issued by the City of Mount Vernon, Indiana and Warrick County, Indiana, and secured by SIGECO first mortgage bonds, of approximately $ 38 million, comprised of: (i) $ 23 million aggregate principal amount of Environmental Improvement Revenue Bonds, Series 2015 issued by the City of Mount Vernon and (ii) $ 15 million aggregate principal amount of Environmental Improvement Revenue Bonds, Series 2015 issued by Warrick County, which closed on September 1, 2023. Effective September 1, 2023, the bonds of each series bear interest at a fixed rate of 4.250 % per annum to the earlier of (i) its redemption date or (ii) September 1, 2028, at which time the bonds are subject to mandatory tender. Convertible Senior Notes. Interest on the Convertible Notes described in the table above is payable semiannually in arrears on February 15 and August 15 of each year, beginning on February 15, 2024. The Convertible Notes will mature on August 15, 2026, unless earlier converted or repurchased by CenterPoint Energy in accordance with their terms. Prior to the close of business on the business day immediately preceding May 15, 2026, the Convertible Notes are convertible only under certain conditions. On or after May 15, 2026 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Convertible Notes at any time at the conversion rate then in effect, irrespective of the conditions. CenterPoint Energy may not redeem the Convertible Notes prior to the maturity date and no sinking fund is provided for the Convertible Notes. Upon conversion of the Convertible Notes, CenterPoint Energy will pay cash up to the aggregate principal amount of the Convertible Notes to be converted and pay or deliver, as the case may be, cash, shares of Common Stock, or a combination of cash and shares of Common Stock, at CenterPoint Energy’s election, in respect of the remainder, if any, of CenterPoint 148 Energy’s conversion obligation in excess of the aggregate principal amount of the Convertible Notes being converted. The conversion rate for the Convertible Notes is initially 27.1278 shares of Common Stock per $1,000 principal amount of Convertible Notes (equivalent to an initial conversion price of approximately $ 36.86 per share of Common Stock). The initial conversion price of the Convertible Notes represents a premium of approximately 25.0 % over the last reported sale price of the Common Stock on the New York Stock Exchange on August 1, 2023. Initially, a maximum of 33,909,700 shares of Common Stock may be issued upon conversion of the Convertible Notes based on the initial maximum conversion rate of 33.9097 shares of Common Stock per $1,000 principal amount of Convertible Notes. The conversion rate will be subject to adjustment in some events (as described in the Convertible Notes Indenture) but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date of the Convertible Notes, CenterPoint Energy will, in certain circumstances, increase the conversion rate for a holder who elects to convert its Convertible Notes in connection with such a corporate event. If CenterPoint Energy undergoes a fundamental change (as defined in the Convertible Notes Indenture), holders of the Convertible Notes may require CenterPoint Energy to repurchase for cash all or any portion of their Convertible Notes at a fundamental change repurchase price equal to 100 % of the principal amount of the Convertible Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. The Convertible Notes are senior unsecured obligations of CenterPoint Energy and rank senior in right of payment to any of CenterPoint Energy’s indebtedness that is expressly subordinated in right of payment to the Convertible Notes; equal in right of payment to any of CenterPoint Energy’s unsecured indebtedness that is not so subordinated; effectively junior in right of payment to any of CenterPoint Energy’s secured indebtedness it may incur in the future to the extent of the value of the assets securing such future secured indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables but excluding intercompany obligations and liabilities of a type not required to be reflected on a balance sheet of such subsidiaries in accordance with generally accepted accounting principles) of CenterPoint Energy’s subsidiaries. Debt Repayments and Redemptions. During 2023, the following debt instruments were repaid at maturity or redeemed prior to maturity: Registrant Repayment/Redemption Date Debt Instrument Aggregate Principal Interest Rate Maturity Date (in millions) CERC March 2023 Term Loan (1) $ 500 SOFR (2) + 0.70 % 2023 CERC March 2023 Senior Notes 700 0.70 % 2023 CERC March 2023 Floating Rate Senior Notes 575 Three-month LIBOR plus 0.5 % 2023 CERC May 2023 Term Loan (3) 500 SOFR (2) + 0.85 % 2024 CERC December 2023 Senior Notes 57 3.72 % 2023 Total CERC 2,332 CenterPoint Energy (4) January 2023 First Mortgage Bonds 11 4.00 % 2044 CenterPoint Energy March 2023 Term Loan (1) 250 SOFR (2) + 1.50 % 2023 CenterPoint Energy (5) December 2023 Floating Rate Senior Notes 350 SOFR plus 0.65 % 2024 CenterPoint Energy (6) December 2023 First Mortgage Bonds 80 6.72 % 2029 Total CenterPoint Energy $ 3,023 (1) The full outstanding amount of the term loan, including accrued and unpaid interest, was repaid in March 2023 and, following the repayment, the term loan agreement was terminated. (2) As defined in the term loan agreement, which includes an adjustment of 0.10 % per annum. (3) The full outstanding amount of the term loan, including accrued and unpaid interest, was repaid in May 2023 and, following the repayment, the term loan agreement was terminated. (4) On December 16, 2022, SIGECO provided notice of redemption and on January 17, 2023, SIGECO redeemed $ 11 million aggregate principal amount of SIGECO’s outstanding first mortgage bonds due 2044 at a redemption price equal to 100 % of the principal amount of the first mortgage bonds to be redeemed plus accrued and unpaid interest thereon, if any, to, but excluding, the redemption date. (5) On November 30, 2023, CenterPoint Energy provided notice of redemption and on December 15, 2023, CenterPoint Energy redeemed $ 350 million aggregate principal amount of outstanding floating rate senior notes due 2024 at a redemption price equal to 100 % of the principal amount of the floating rate senior notes to be redeemed plus accrued and unpaid interest thereon, if any, to, but excluding, the redemption date. 149 (6) On November 17, 2023, SIGECO provided notice of redemption and on December 19, 2023, SIGECO redeemed $ 80 million aggregate principal amount of outstanding first mortgage bonds due 2029 at a redemption price equal to the sum of remaining principal and interest payments discounted at the treasury yield plus 10 basis points, plus interest accrued to the redemption date and an applicable make-whole premium. The Registrants recorded the following losses on early extinguishment of debt, including make-whole premiums and recognition of deferred debt related costs, in Interest expense and other finance charges on their respective Statements of Consolidated Income unless specified otherwise: Year Ended December 31, 2023 2022 2021 (in millions) CenterPoint Energy (1) $ 11 $ 47 $ 53 CERC — — 11 Houston Electric (2) — 2 — (1) The loss on early extinguishment of debt at CenterPoint Energy during 2023 was recorded as a regulatory asset. (2) The loss on early extinguishment of debt at Houston Electric during 2022 was recorded as a regulatory asset. Securitization Bonds. As of December 31, 2023, CenterPoint Energy, Houston Electric and SIGECO had special purpose subsidiaries including the Bond Companies and the SIGECO Securitization Subsidiary, which are consolidated. The consolidated special purpose subsidiaries are wholly-owned, bankruptcy remote entities that were formed solely for the purpose of securitizing transition property or facilitating the securitization financing of qualified costs in the second quarter of 2023 associated with the completed retirement of SIGECO’s A.B. Brown coal generation facilities through the issuance of securitization bonds and activities incidental thereto. The Securitization Bonds issued by Bond Company IV are payable only through the imposition and collection of transition charges, as defined in the Texas Public Utility Regulatory Act, which are irrevocable, non-bypassable charges to provide recovery of authorized qualified costs. The SIGECO Securitization Bonds are payable only through the imposition of securitization charges payable by SIGECO’s retail electric customers, which are non-bypassable charges to provide recovery of the qualified costs of SIGECO authorized by the IURC order. CenterPoint Energy, Houston Electric and SIGECO have no payment obligations in respect of the Securitization Bonds issued by Bond Company IV or the SIGECO Securitization Bonds other than to remit the applicable transition or securitization charges they collect as set forth in servicing agreements among Houston Electric, the Bond Companies, SIGECO, the SIGECO Securitization Subsidiary and other parties. Each special purpose entity is the sole owner of the right to impose, collect and receive the applicable transition and securitization charges securing the bonds issued by that entity. Creditors of CenterPoint Energy, Houston Electric and SIGECO have no recourse to any assets or revenues of the Bond Companies (including the transition charges) or the SIGECO Securitization Subsidiary, as applicable, and the bondholders have no recourse to the to the general credit of CenterPoint Energy, Houston Electric or SIGECO. Credit Facilities. The Registrants had the following revolving credit facilities as of December 31, 2023: Execution Date Registrant Size of Facility Draw Rate of SOFR plus (1) Financial Covenant Limit on Debt for Borrowed Money to Capital Ratio Debt for Borrowed Money to Capital Ratio as of December 31, 2023 (2) Termination Date (in millions) December 6, 2022 CenterPoint Energy $ 2,400 1.500 % 65 % (3) 59.6 % December 6, 2027 December 6, 2022 CenterPoint Energy (4) 250 1.125 % 65 % 46.5 % December 6, 2027 December 6, 2022 Houston Electric 300 1.250 % 67.5 % (3) 52.6 % December 6, 2027 December 6, 2022 CERC 1,050 1.125 % 65 % 40.2 % December 6, 2027 Total $ 4,000 (1) Based on credit ratings as of December 31, 2023. (2) As defined in the revolving credit facility agreement, excluding Securitization Bonds. (3) For CenterPoint Energy and Houston Electric, the financial covenant limit will temporarily increase to 70 % if Houston Electric experiences damage from a natural disaster in its service territory and CenterPoint Energy certifies to the 150 administrative agent that Houston Electric has incurred system restoration costs reasonably likely to exceed $ 100 million in a consecutive 12 -month period, all or part of which Houston Electric intends to seek to recover through securitization financing. Such temporary increase in the financial covenant would be in effect from the date CenterPoint Energy delivers its certification until the earliest to occur of (i) the completion of the securitization financing, (ii) the first anniversary of CenterPoint Energy’s certification or (iii) the revocation of such certification. (4) This credit facility was issued by SIGECO. The Registrants, as well as the subsidiaries of CenterPoint Energy discussed above, were in compliance with all financial debt covenants as of December 31, 2023. As of December 31, 2023 and 2022, the Registrants had the following revolving credit facilities and utilization of such facilities: December 31, 2023 December 31, 2022 Registrant Size of Facility Loans Letters of Credit Commercial Paper Weighted Average Interest Rate Size of Facility Loans Letters of Credit Commercial Paper Weighted Average Interest Rate (in millions, except weighted average interest rate) CenterPoint Energy (1) $ 2,400 $ — $ — $ 1,036 5.54 % $ 2,400 $ — $ 11 $ 1,770 4.71 % CenterPoint Energy (2) 250 — — — — % 250 — — — — % Houston Electric 300 — — — — % 300 — — — — % CERC 1,050 — 1 484 5.53 % 1,050 — — 805 4.67 % Total $ 4,000 $ — $ 1 $ 1,520 $ 4,000 $ — $ 11 $ 2,575 (1) CenterPoint Energy’s and CERC’s outstanding commercial paper generally have maturities up to 60 days and 30 days, respectively, and are backstopped by the respective issuer’s long-term revolving credit facility. (2) This credit facility was issued by SIGECO. Maturities. As of December 31, 2023, maturities of long-term debt through 2028, excluding the ZENS obligation and unamortized discounts, premiums and issuance costs, were as follows: CenterPoint Energy (1) Houston Electric (1) CERC Securitization Bonds (in millions) 2024 $ 1,050 $ 161 $ — $ 178 2025 64 — 10 13 2026 2,274 300 60 14 2027 1,860 300 510 14 2028 2,063 500 1,230 15 (1) These maturities include Securitization Bonds principal repayments on scheduled payment dates. Liens. As of December 31, 2023, Houston Electric’s assets were subject to liens securing approximately $ 7.6 billion of general mortgage bonds outstanding under the General Mortgage, including approximately $ 68 million held in trust to secure pollution control bonds that mature in 2028 for which CenterPoint Energy is obligated. The general mortgage bonds that are held in trust to secure pollution control bonds are not reflected in Houston Electric’s consolidated financial statements because of the contingent nature of the obligations. Houston Electric may issue additional general mortgage bonds on the basis of retired bonds, 70 % of property additions or cash deposited with the trustee. As of December 31, 2023, approximately $ 4.8 billion of additional general mortgage bonds could be issued on the basis of retired bonds and 70 % of property additions. No first mortgage bonds are outstanding under the M&DOT, and Houston Electric is contractually obligated to not issue any additional first mortgage bonds under the M&DOT and is undertaking actions to release the lien of the M&DOT and terminate the M&DOT. As of December 31, 2023, SIGECO had approximately $ 847 million aggregate principal amount of first mortgage bonds outstanding. Generally, all of SIGECO’s real and tangible property is subject to the lien of SIGECO’s mortgage indenture which was amended and restated effective as of January 1, 2023. As of December 31, 2023, SIGECO was permitted to issue additional bonds under its mortgage indenture up to 70 % of then currently unfunded property additions and approximately $ 966 million of additional first mortgage bonds could be issued on this basis. 151 Houston Electric and CERC participate in a money pool through which they can borrow or invest on a short-term basis. For additional information, see Note 19. (14) Income Taxes The components of the Registrant’s income tax expense (benefit) were as follows: Year Ended December 31, 2023 2022 2021 (in millions) CenterPoint Energy - Continuing Operations Current income tax expense (benefit): Federal $ 106 $ 294 $ — State 33 46 ( 28 ) Total current expense (benefit) 139 340 ( 28 ) Deferred income tax expense (benefit): Federal 119 16 78 State ( 88 ) 4 60 Total deferred expense 31 20 138 Total income tax expense $ 170 $ 360 $ 110 CenterPoint Energy - Discontinued Operations Current income tax expense: Federal $ — $ — $ 91 State — — 35 Total current expense — — 126 Deferred income tax expense (benefit): Federal — — 127 State — — ( 52 ) Total deferred expense (benefit) — — 75 Total income tax expense (benefit) $ — $ — $ 201 Houston Electric Current income tax expense (benefit): Federal $ ( 26 ) $ 23 $ 22 State 34 16 22 Total current expense 8 39 44 Deferred income tax expense (benefit): Federal 159 86 31 State 1 — 1 Total deferred expense (benefit) 160 86 32 Total income tax expense $ 168 $ 125 $ 76 CERC - Continuing Operations Current income tax expense (benefit): Federal $ 12 $ 30 $ — State 3 28 ( 25 ) Total current expense (benefit) 15 58 ( 25 ) Deferred income tax expense (benefit): Federal 95 164 67 State ( 136 ) 14 34 Total deferred expense (benefit) ( 41 ) 178 101 Total income tax expense (benefit) $ ( 26 ) $ 236 $ 76 152 A reconciliation of income tax expense (benefit) using the federal statutory income tax rate to the actual income tax expense and resulting effective income tax rate is as follows: Year Ended December 31, 2023 2022 2021 (in millions) CenterPoint Energy - Continuing Operations (1) (2) (3) Income before income taxes $ 1,087 $ 1,417 $ 778 Federal statutory income tax rate 21 % 21 % 21 % Expected federal income tax expense 228 298 163 Increase (decrease) in tax expense resulting from: State income tax expense, net of federal income tax 25 46 63 State valuation allowance, net of federal income tax — — ( 15 ) State law change, net of federal income tax ( 69 ) — ( 23 ) Equity AFUDC ( 13 ) ( 8 ) ( 6 ) Excess deferred income tax amortization ( 44 ) ( 51 ) ( 75 ) Goodwill impairment — 84 — Sale of Energy Systems Group 28 — — Other, net 15 ( 9 ) 3 Total ( 58 ) 62 ( 53 ) Total income tax expense $ 170 $ 360 $ 110 Effective tax rate 16 % 25 % 14 % CenterPoint Energy - Discontinued Operations (4) Income before income taxes $ — $ — $ 1,019 Federal statutory income tax rate — % — % 21 % Expected federal income tax expense — — 214 Increase (decrease) in tax expense resulting from: State income tax expense, net of federal income tax — — 14 State law change, net of federal income tax — — ( 27 ) Total — — ( 13 ) Total income tax expense $ — $ — $ 201 Effective tax rate — % — % 20 % Houston Electric (5) (6) (7) Income before income taxes $ 761 $ 635 $ 457 Federal statutory income tax rate 21 % 21 % 21 % Expected federal income tax expense 160 133 96 Increase (decrease) in tax expense resulting from: State income tax expense, net of federal income tax 27 13 18 Excess deferred income tax amortization ( 17 ) ( 18 ) ( 41 ) Other, net ( 2 ) ( 3 ) 3 Total 8 ( 8 ) ( 20 ) Total income tax expense $ 168 $ 125 $ 76 Effective tax rate 22 % 20 % 17 % 153 Year Ended December 31, 2023 2022 2021 (in millions) CERC - Continuing Operations (8) (9) (10) Income before income taxes $ 486 $ 961 $ 466 Federal statutory income tax rate 21 % 21 % 21 % Expected federal income tax expense 102 202 98 Increase (decrease) in tax expense resulting from: State income tax expense, net of federal income tax ( 40 ) 35 31 State law change, net of federal income tax ( 66 ) — ( 9 ) State valuation allowance, net of federal income tax — — ( 15 ) Goodwill impairment — 30 — Excess deferred income tax amortization ( 23 ) ( 28 ) ( 30 ) Other, net 1 ( 3 ) 1 Total ( 128 ) 34 ( 22 ) Total income tax expense (benefit) $ ( 26 ) $ 236 $ 76 Effective tax rate ( 5 ) % 25 % 16 % (1) Recognized a $ 69 million benefit for the impact of state apportionment changes that resulted in the remeasurement of state deferred taxes of the unitary group, a $ 44 million benefit for the amortization of the net regulatory EDIT liability as decreed by regulators in certain jurisdictions, a $ 13 million benefit for the impact of AFUDC equity, and a $ 28 million expense for the gain on the Energy Systems Group sale. (2) Recognized a $ 51 million benefit for the amortization of the net regulatory EDIT liability as decreed by regulators in certain jurisdictions, an $ 8 million benefit for the impact of AFUDC equity, and a $ 84 million expense for the goodwill impairment on the Arkansas and Oklahoma Natural Gas business sale. (3) Recognized a $ 75 million benefit for the amortization of the net regulatory EDIT liability as decreed by regulators in certain jurisdictions, a $ 23 million benefit for the impact of state law changes that resulted in the remeasurement of state deferred taxes in those jurisdictions, a $ 6 million benefit for the impact of AFUDC equity, and a $ 15 million benefit for the impact of a change in the NOL carryforward period in Louisiana from 20 years to an indefinite period allowing for the release of the valuation allowance on certain Louisiana NOLs. (4) Recognized a $ 27 million benefit for the impact of state law changes that resulted in the remeasurement of state deferred taxes in those jurisdictions. (5) Recognized a $ 17 million benefit for the amortization of the net regulatory EDIT liability as decreed by regulators in certain jurisdictions. (6) Recognized a $ 18 million benefit for the amortization of the net regulatory EDIT liability as decreed by regulators in certain jurisdictions. (7) Recognized a $ 41 million benefit for the amortization of the net regulatory EDIT liability as decreed by regulators in certain jurisdictions. (8) Recognized a $ 66 million benefit for the impact of state apportionment changes that resulted in the remeasurement of state deferred taxes of the unitary group, and a $ 23 million benefit for the amortization of the net regulatory EDIT liability as decreed by regulators in certain jurisdictions. (9) Recognized a $ 28 million benefit for the amortization of the net regulatory EDIT liability as decreed by regulators in certain jurisdictions, and a $ 30 million expense for the goodwill impairment on the Arkansas and Oklahoma Natural Gas business sale. (10) Recognized a $ 9 million benefit for the impact of state law changes that resulted in the remeasurement of state deferred taxes in those jurisdictions, a $ 30 million benefit for the amortization of the net regulatory EDIT liability as decreed by regulators in certain jurisdictions, and a $ 15 million benefit for the impact of a change in the NOL carryforward period in Louisiana from 20 years to an indefinite period allowing for the release of the valuation allowance on certain Louisiana NOLs. 154 The tax effects of temporary differences that give rise to significant portions of deferred tax assets and liabilities were as follows: December 31, 2023 2022 (in millions) CenterPoint Energy Deferred tax assets: Benefits and compensation $ 131 $ 121 Regulatory liabilities 365 378 Loss and credit carryforwards 76 84 Asset retirement obligations 96 95 Other 124 49 Valuation allowance ( 10 ) ( 10 ) Total deferred tax assets 782 717 Deferred tax liabilities: Property, plant and equipment 3,580 3,228 Regulatory assets 401 601 Investment in ZENS and equity securities related to ZENS 788 722 Other 92 152 Total deferred tax liabilities 4,861 4,703 Net deferred tax liabilities $ 4,079 $ 3,986 Houston Electric Deferred tax assets: Benefits and compensation $ 10 $ 10 Regulatory liabilities 176 184 Asset retirement obligations 6 6 Other 18 13 Total deferred tax assets 210 213 Deferred tax liabilities: Property, plant and equipment 1,497 1,330 Regulatory assets 119 112 Total deferred tax liabilities 1,616 1,442 Net deferred tax liabilities $ 1,406 $ 1,229 CERC Deferred tax assets: Benefits and compensation $ 21 $ 9 Regulatory liabilities 145 151 Loss and credit carryforwards 276 466 Asset retirement obligations 86 86 Other 65 25 Total deferred tax assets 593 737 Deferred tax liabilities: Property, plant and equipment 1,602 1,427 Regulatory assets 171 381 Other 66 191 Total deferred tax liabilities 1,839 1,999 Net deferred tax liabilities $ 1,246 $ 1,262 Tax Attribute Carryforwards and Valuation Allowance . CenterPoint Energy has no federal NOL carryforwards and no federal charitable contribution carryforwards as of December 31, 2023. As of December 31, 2023, CenterPoint Energy had $ 1 billion of state NOL carryforwards that expire between 2024 and 2042, and $ 2 million of state tax credits, net of valuation allowance, which do not expire. CenterPoint Energy reported a valuation allowance against certain state NOL and credit carryforwards because it is more likely than not that the benefit will not be realized. 155 CERC has $ 931 million of federal NOL carryforwards which have an indefinite carryforward period. CERC has $ 657 million of gross state NOL carryforwards which expire between 2024 and 2042, and $ 2 million of state tax credits, net of valuation allowance, which do not expire. A reconciliation of CenterPoint Energy’s beginning and ending balance of unrecognized tax benefits, excluding interest and penalties, for 2023 and 2022 are as follows: Year Ended December 31, 2023 2022 (in millions) Balance, beginning of year $ 26 $ 3 Increases related to tax positions of prior years — 26 Decreases related to tax positions of prior years — ( 3 ) Lapse of statute of limitations ( 1 ) — Balance, end of year $ 25 $ 26 CenterPoint Energy’s net unrecognized tax benefits, including penalties and interest, were $ 29 million as of December 31, 2023 and are included in other non-current liabilities in the Consolidated Financial Statements. Included in the balance of uncertain tax positions as of December 31, 2023 are $ 25 million of tax benefits that, if recognized, would affect the effective tax rate. The Registrants recognize interest accrued related to unrecognized tax benefits and penalties as income tax expense. The above table does not include $ 4 million of accrued penalties and interest as of December 31, 2023. The Registrants believe that it is reasonably possible that there will be a $ 3 million decrease in unrecognized tax benefits, including penalties and interest, in the next 12 months as a result of a lapse of statutes on older exposures, a tax settlement, and/or a resolution of open audits. Tax Audits and Settlements . Tax years through 2018 and tax year 2021 have been audited and settled with the IRS for CenterPoint Energy. Tax years 2019-2020 remain open. For the 2019-2023 tax years, the Registrants are participants in the IRS’s Compliance Assurance Process. Vectren’s pre-Merger 2014-2019 tax years have been audited and settled with the IRS. (15) Commitments and Contingencies (a) Purchase Obligations (CenterPoint Energy and CERC) Commitments include minimum purchase obligations related to CenterPoint Energy’s and CERC’s Natural Gas reportable segment and CenterPoint Energy’s Electric reportable segment. A purchase obligation is defined as an agreement to purchase goods or services that is enforceable and legally binding on the registrant and that specifies all significant terms, including: fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. Contracts with minimum payment provisions have various quantity requirements and durations and are not classified as non-trading derivative assets and liabilities in CenterPoint Energy’s and CERC’s Consolidated Balance Sheets as of December 31, 2023 and 2022. These contracts meet an exception as “normal purchases contracts” or do not meet the definition of a derivative. Natural gas and coal supply commitments also include transportation contracts that do not meet the definition of a derivative. On February 1, 2023, Indiana Electric entered into an amended and restated BTA to purchase the 191 MW Posey Solar project for a fixed purchase price over the anticipated 35-year life. On February 7, 2023, Indiana Electric filed a CPCN with the IURC to approve the amended BTA. With the passage of the IRA, Indiana Electric can now pursue PTCs for solar projects. Indiana Electric filed the updated CPCN with a request that project costs, net of PTCs, be recovered in rate base, through base rates or the CECA mechanism, depending on which provides more timely recovery. On September 6, 2023, the IURC issued an order approving the CPCN. The Posey Solar project is expected to be placed in service in 2025. On January 11, 2023, the IURC issued an order approving the settlement agreement granting Indiana Electric a CPCN to purchase and acquire the 130 MW Pike County solar project through a BTA and approved the estimated cost. The IURC also designated the project as a clean energy project as well as approved the proposed levelized rate and associated ratemaking and accounting treatment. Due to inflationary pressures, the developer disclosed that costs have exceeded the agreed upon levels in the BTA. Once pricing is updated and parties determine whether to continue with the project, Indiana Electric may have to refile for approval of the project with the IURC, which could delay the in-service date from 2025 to 2026. If Indiana Electric is not able to reach a mutually acceptable solution with the developers of the Pike County Solar project, Indiana Electric may seek to terminate the project. 156 As of December 31, 2023, other than discussed below, undiscounted minimum purchase obligations are approximately: CenterPoint Energy CERC Natural Gas Supply Electric Supply (1) Other (2) Natural Gas Supply (in millions) 2024 $ 684 $ 145 $ 164 $ 679 2025 589 478 45 585 2026 502 342 46 498 2027 425 105 4 422 2028 380 68 — 377 2029 and beyond 1,707 737 328 1,684 (1) CenterPoint Energy’s undiscounted minimum payment obligations related to PPAs with commitments ranging from 15 years to 25 years and its purchase commitment under its BTA in Posey County, Indiana at the original contracted amount, prior to any renegotiation, and its BTA in Pike County, Indiana, are included above. (2) The undiscounted payment obligations relate primarily to technology hardware and software agreements. Excluded from the table above are estimates for cash outlays from other PPAs through Indiana Electric that do not have minimum thresholds but do require payment when energy is generated by the provider. Costs arising from certain of these commitments are pass-through costs, generally collected dollar-for-dollar from retail customers through regulator-approved cost recovery mechanisms. (b) AMAs (CenterPoint Energy and CERC) CenterPoint Energy’s and CERC’s Natural Gas businesses continue to utilize AMAs associated with their utility distribution service in Indiana, Louisiana, Minnesota, Mississippi and Texas. The AMAs have varying terms, the longest of which expires in 2029. Pursuant to the provisions of the agreements, CenterPoint Energy’s and CERC’s Natural Gas either sells natural gas to the asset manager and agrees to repurchase an equivalent amount of natural gas throughout the year at the same cost, or simply purchases its full natural gas requirements at each delivery point from the asset manager. Generally, AMAs are contracts between CenterPoint Energy’s and CERC’s Natural Gas and an asset manager that are intended to transfer the working capital obligation and maximize the utilization of the assets. In these agreements, CenterPoint Energy’s and CERC’s Natural Gas agrees to release transportation and storage capacity to other parties to manage natural gas storage, supply and delivery arrangements for CenterPoint Energy’s and CERC’s Natural Gas and to use the released capacity for other purposes when it is not needed for CenterPoint Energy’s and CERC’s Natural Gas. CenterPoint Energy’s and CERC’s Natural Gas may receive compensation from the asset manager through payments made over the life of the AMAs. CenterPoint Energy’s and CERC’s Natural Gas has an obligation to purchase their winter storage requirements that have been released to the asset manager under these AMAs. For amounts outstanding under these AMAs, see Note 13. (c) Guarantees and Product Warranties (CenterPoint Energy) On May 21, 2023, CenterPoint Energy, through Vectren Energy Services, entered into the Equity Purchase Agreement to sell Energy Systems Group. The sale closed on June 30, 2023. See Note 4 for further information. In the normal course of business prior to the consummation of the transaction on June 30, 2023, CenterPoint Energy, primarily through Vectren, issued parent company level guarantees supporting Energy Systems Group ’s obligations. When Energy Systems Group was wholly owned by CenterPoint Energy, these guarantees did not represent incremental consolidated obligations, but rather, these guarantees represented guarantees of Energy Systems Group’s obligations to allow it to conduct business without posting other forms of assurance. For those obligations where potential exposure can be estimated, management estimates the maximum exposure under these guarantees to be approximately $ 503 million as of December 31, 2023 and expects the exposure to decrease pro rata. This exposure primarily relates to energy savings guarantees on federal energy savings performance contracts. Other parent company level guarantees, certain of which do not contain a cap on potential liability, were issued prior to the sale of Energy Systems Group in support of federal operations and maintenance projects for which a maximum exposure cannot be estimated based on the nature of the projects. 157 Under the terms of the Equity Purchase Agreement, ESG Holdings Group must generally use reasonable best efforts to replace existing CenterPoint Energy guarantees with credit support provided by a party other than CenterPoint Energy as of and after the closing of the transaction. The Equity Purchase Agreement also requires certain protections to be provided for any damages incurred by CenterPoint Energy in relation to these guarantees not released by closing. No additional guarantees were provided by CenterPoint Energy in favor of Energy Systems Group subsequent to the closing of the sale on June 30, 2023. While there can be no assurance that performance under any of these parent company guarantees will not be required in the future, CenterPoint Energy considers the likelihood of a material amount being incurred as remote. CenterPoint Energy believes that, from Energy Systems Group ’s inception in 1994 to the closing of the sale of Energy Systems Group on June 30, 2023, Energy Systems Group had a history of generally meeting its performance obligations and energy savings guarantees and its installed products operated effectively. CenterPoint Energy recorded no amounts on its Consolidated Balance Sheets as of December 31, 2023 and December 31, 2022 related to its obligation under the outstanding guarantees. (d) Legal, Environmental and Other Matters Legal Matters Litigation Related to the February 2021 Winter Storm Event. Various legal proceedings are still pending against numerous entities with respect to the February 2021 Winter Storm Event, including against CenterPoint Energy, Utility Holding, LLC, Houston Electric, and CERC. Like other Texas energy companies and TDUs, CenterPoint Energy and Houston Electric have become involved in certain investigations, litigation and other regulatory and legal proceedings regarding their efforts to restore power during the storm and their compliance with NERC, ERCOT and PUCT rules and directives. Additionally, like other natural gas market participants, CERC has been named in litigation alleging gas market manipulation. CenterPoint Energy, Utility Holding, LLC, and Houston Electric, along with hundreds of other defendants (including ERCOT, power generation companies, other TDUs, natural gas producers, REPs, and other entities) have received claims and lawsuits filed by plaintiffs alleging wrongful death, personal injury, property damage and other injuries and damages. As of December 31, 2023, there are approximately 220 pending lawsuits that are consolidated in Texas state court in Harris County, Texas, as part of the MDL proceeding related to the February 2021 Winter Storm Event, and CenterPoint Energy and Houston Electric, along with numerous other entities, have been named as defendants in approximately 155 of those lawsuits. One of the lawsuits in the MDL is a putative class action on behalf of everyone who received electric power via ERCOT grid and sustained a power outage between February 10, 2021 and February 28, 2021. Additionally, Utility Holding, LLC is currently named as a defendant in one lawsuit in which CenterPoint Energy and Houston Electric are also named as defendants. The judge overseeing the MDL issued an initial case management order and stayed all proceedings and discovery. Per the case management order, the judge entertained dispositive motions in five representative or “bellwether” cases and, in late January 2023, issued rulings on them. In a recent opinion in an unrelated matter, the Texas Supreme Court held that ERCOT is entitled to sovereign immunity. This ruling will apply to claims against ERCOT in the MDL. The MDL judge also dismissed all claims against the natural gas defendants (which list of natural gas defendants incorrectly included Utility Holding, LLC) and the REP defendants and some causes of action against the other defendants. CenterPoint Energy expects that the claims against Utility Holding, LLC will ultimately be dismissed in light of the judge’s initial rulings. As to the TDU and generator defendants, the judge dismissed some causes of action but denied the motions to dismiss claims for negligence, gross negligence, and nuisance, which denial the TDU defendants and generator defendants asked the courts of appeals to overturn. A three-judge panel of the Court of Appeals for the Fourteenth District of Texas heard oral argument in the TDU mandamus proceeding on October 23, 2023. An opinion in that proceeding has not yet been issued. On December 14, 2023, a three-judge panel of the Court of Appeals for the First District of Texas issued an opinion in the generator mandamus proceeding, granting the generators’ mandamus request and ordering that plaintiffs’ remaining claims against the generators be dismissed. The plaintiffs are expected to seek rehearing before the entire First Court of Appeals of that panel’s ruling. The MDL judge is allowing defendants (including Houston Electric) to file several additional motions on preliminary legal issues, and otherwise the cases remain stayed. CenterPoint Energy, Utility Holding, LLC, and Houston Electric intends to vigorously defend themselves against the claims raised. CenterPoint Energy and Houston Electric have also responded to inquiries from the Texas Attorney General and the Galveston County District Attorney’s Office, and various other regulatory and governmental entities also conducted inquiries, investigations and other reviews of the February 2021 Winter Storm Event and the efforts made by various entities to prepare for, and respond to, the event, including the electric generation shortfall issues. In February 2023, twelve lawsuits were filed in state district court in Harris County and Tom Green County, Texas, against dozens of gas market participants in Texas, including natural gas producers, processors, pipelines, marketers, sellers, traders, 158 gas utilities, and financial institutions. Plaintiffs named CERC as a defendant, along with “CenterPoint Energy Services, Inc.,” incorrectly identifying it as CERC’s parent company (CenterPoint Energy previously divested CES). One lawsuit filed in Harris County is a putative class action on behalf of two classes of electric and natural gas customers (those who experienced a loss of electricity and/or natural gas, and those who were charged securitization-related surcharges on a utility bill or were otherwise charged higher rates for electricity and/or gas during the February 2021 Winter Storm Event), potentially including millions of class members. Two other lawsuits ( one filed in Harris County and one in Tom Green County) are brought by an entity that purports to be an assignee of claims by tens of thousands of persons and entities that have assigned claims to the plaintiff. These, and nine other similar lawsuits filed in Harris County, generally allege that the defendants engaged in gas market manipulation and price gouging, including by intentionally withholding, suppressing, or diverting supplies of natural gas in connection with the February 2021 Winter Storm Event, Winter Storm Elliott, and other severe weather conditions, and through financial market manipulation. Plaintiffs allege that this manipulation impacted gas supply and prices as well as the market, supply, and price of electricity in Texas and caused blackouts and other damage. Plaintiffs assert claims for tortious interference with existing contract, private nuisance, and unjust enrichment, and allege a broad array of injuries and damages, including personal injury, property damage, and harm from certain costs being securitized and passed on to ratepayers. The lawsuits do not specify the amount of damages sought, but seek broad categories of actual, compensatory, statutory, consequential economic, and punitive damages; restitution and disgorgement; pre- and post-judgment interest; costs and attorneys’ fees; and other relief. As of December 31, 2023, most of the lawsuits have not been served, but the three cases in which defendants were served were tagged for transfer to the existing MDL proceeding referenced above. The plaintiffs in those three cases filed motions to remand the lawsuits back to their original trial courts and out of the MDL. On August 1, 2023, the judge overseeing the MDL denied the motions to remand. On November 29, 2023, the MDL panel denied Plaintiffs’ joint motion for reconsideration of the MDL judge’s orders denying remand, and the time to appeal the MDL panel’s decision has passed. These lawsuits remain pending in the MDL, and CERC intends to vigorously defend itself against the claims raised, including by raising jurisdictional challenges to the plaintiffs’ claims. The nine other similar lawsuits filed in Harris County have also been tagged for transfer to the MDL proceeding, but the defendants, including CERC, have not been served. These gas market cases are in addition to the 220 cases noted above regarding electric market issues. To date, there have not been demands, quantification, disclosure or discovery of damages by any party to any of the above legal matters that are sufficient to enable CenterPoint Energy and its subsidiaries to estimate exposure. Given that, as well as the preliminary nature of the proceedings, the numerosity of parties and complexity of issues involved, and the uncertainties of litigation, CenterPoint Energy and its subsidiaries are unable to predict the outcome or consequences of any of the foregoing matters or to estimate a range of potential losses. CenterPoint Energy and its subsidiaries have general and excess liability insurance policies that provide coverage for third-party bodily injury and property damage claims. As CenterPoint Energy previously noted, given the nature of certain of the plaintiffs’ allegations, insurance coverage may not be available other than for third party bodily injury and property damage claims caused by an accident, and one of CenterPoint Energy’s insurers recently denied coverage for intentional injury as alleged by plaintiffs in the gas market cases. CenterPoint Energy and its subsidiaries intend to continue to pursue any and all available insurance coverage for all of these matters. Jefferson Parish . Several parishes and the State of Louisiana filed 42 suits under Louisiana’s State and Local Coastal Resources Management Act (SCLRMA) against hundreds of oil and gas companies seeking compensatory damages for contamination and erosion of the Louisiana coastline allegedly caused by historical oil and gas operations. One of the defendants in one of the lawsuits (filed in 2013 only by the Parish of Jefferson) is Primary Fuels, Inc., a predecessor company of CenterPoint Energy, which operated in Louisiana from 1983-1989. All 42 suits were removed to Louisiana federal courts twice and were stayed for several years pending the district courts’ consideration of various motions to remand and multiple appeals of remand orders. Recently, several cases involving other parishes that had been remanded to Louisiana state court have begun to resume proceedings in state court. However, as of December 31, 2023, the federal district court had not ruled on Jefferson Parish’s motion to remand to state court the lawsuit which includes Primary Fuels among the defendants. Because of the procedurally preliminary nature of the proceedings, lack of information about both the scope of and damages for Jefferson Parish’s claim against Primary Fuels, the numerosity of parties and complexity of issues involved, and the uncertainties of litigation, CenterPoint Energy and its subsidiaries are unable to predict the outcome or consequences of this matter or to estimate a range of potential losses. CenterPoint Energy will continue to vigorously defend itself against the claims raised and pursue any and all available insurance coverage. Environmental Matters MGP Sites. CenterPoint Energy, CERC and their predecessors, including predecessors of Vectren, operated MGPs in the past. The costs CenterPoint Energy or CERC, as applicable, expect to incur to fulfill their respective obligations are estimated by management using assumptions based on actual costs incurred, the timing of expected future payments and inflation factors, among others. While CenterPoint Energy and CERC have recorded obligations for all costs which are probable and estimable, including amounts they are presently obligated to incur in connection with activities at these sites, it is possible that future 159 events may require remedial activities which are not presently foreseen, and those costs may not be subject to PRP or insurance recovery. (i) Minnesota MGPs (CenterPoint Energy and CERC) . With respect to certain Minnesota MGP sites, CenterPoint Energy and CERC have completed state-ordered remediation and continue state-ordered monitoring and water treatment. CenterPoint Energy and CERC recorded a liability as reflected in the table below for continued monitoring and any future remediation required by regulators in Minnesota. (ii) Indiana MGPs (CenterPoint Energy and CERC) . In the Indiana Gas service territory, the existence, location and certain general characteristics of 26 gas manufacturing and storage sites have been identified for which CenterPoint Energy and CERC may have some remedial responsibility. A remedial investigation/feasibility study was completed at one of the sites under an agreed upon order between Indiana Gas and the IDEM, and a Record of Decision was issued by the IDEM in January 2000. The remaining sites have been submitted to the IDEM’s VRP. CenterPoint Energy has also identified its involvement in 5 manufactured gas plant sites in SIGECO’s service territory, all of which are currently enrolled in the IDEM’s VRP. CenterPoint Energy is currently conducting some level of remedial activities, including groundwater monitoring at certain sites. (iii) Other MGPs (CenterPoint Energy and CERC). In addition to the Minnesota and Indiana sites, the EPA and other regulators have investigated MGP sites that were owned or operated by CenterPoint Energy or CERC or may have been owned by one of their former affiliates. Total costs that may be incurred in connection with addressing these sites cannot be determined at this time. The estimated accrued costs are limited to CenterPoint Energy’s and CERC’s share of the remediation efforts and are therefore net of exposures of other PRPs. The estimated range of possible remediation costs for the sites for which CenterPoint Energy and CERC believe they may have responsibility was based on remediation continuing for the minimum time frame given in the table below. December 31, 2023 CenterPoint Energy CERC (in millions, except years) Amount accrued for remediation $ 13 $ 11 Minimum estimated remediation costs 8 7 Maximum estimated remediation costs 51 44 Minimum years of remediation 5 5 Maximum years of remediation 50 50 The cost estimates are based on studies of a site or industry average costs for remediation of sites of similar size. The actual remediation costs will depend on the number of sites to be remediated, the participation of other PRPs, if any, and the remediation methods used. CenterPoint Energy and CERC do not expect the ultimate outcome of these matters to have a material adverse effect on the financial condition, results of operations or cash flows of either CenterPoint Energy or CERC. Asbestos. Some facilities owned by the Registrants or their predecessors contain or have contained asbestos insulation and other asbestos-containing materials. The Registrants are from time to time named, along with numerous others, as defendants in lawsuits filed by a number of individuals who claim injury due to exposure to asbestos, and the Registrants anticipate that additional claims may be asserted in the future. Although their ultimate outcome cannot be predicted at this time, the Registrants do not expect these matters, either individually or in the aggregate, to have a material adverse effect on their financial condition, results of operations or cash flows. CCR Rule (CenterPoint Energy). In April 2015, the EPA finalized its CCR Rule, which regulates ash as non-hazardous material under the RCRA. The final rule allows beneficial reuse of ash, and the majority of the ash generated by Indiana Electric’s generating plants will continue to be reused. In July 2018, the EPA released its final CCR Rule Phase I Reconsideration which extended the deadline to October 31, 2020 for ceasing placement of ash in ponds that exceed groundwater protections standards or that fail to meet location restrictions. In August 2019, the EPA proposed additional “Part A” amendments to its CCR Rule with respect to beneficial reuse of ash and other materials. The Part A amendments were finalized in August 2020 and extended the deadline to cease placement of ash in ponds to April 11, 2021, discussed further 160 below. The Part A amendments do not restrict Indiana Electric’s current beneficial reuse of its fly ash. On May 18, 2023, the EPA issued a proposed revision to the CCR rule that could potentially expand the scope of units regulated under the federal CCR rule (the CCR “Legacy” rule). The CCR Legacy rule seeks to include legacy CCR surface impoundments (inactive surface impoundments at inactive generating facilities) as well as new “CCR management units” at active or inactive facilities otherwise subject to federal CCR regulations. The potential impact of the CCR Legacy rule is uncertain at this time, and if finalized could require Registrant to conduct additional CCR investigations. Indiana Electric has three ash ponds, two at the F.B. Culley facility (Culley East and Culley West) and one at the A.B. Brown facility. Under the existing CCR Rule, Indiana Electric is required to perform integrity assessments, including ground water monitoring, at its F.B. Culley and A.B. Brown generating stations. The ground water studies were necessary to determine the remaining service life of the ponds and whether a pond must be retrofitted with liners or closed in place. Indiana Electric’s Warrick generating unit is not included in the scope of the CCR Rule as this unit has historically been part of a larger generating station that predominantly serves an adjacent industrial facility. Groundwater monitoring indicates potential groundwater impacts adjacent to Indiana Electric’s ash impoundments, and further analysis is ongoing. The CCR Rule required companies to complete location restriction determinations by October 18, 2018. Indiana Electric completed its evaluation and determined that one F.B. Culley pond (Culley East) and the A.B. Brown pond fail the aquifer placement location restriction. As a result of this failure, Indiana Electric was required to cease disposal of new ash in the ponds and commence closure of the ponds by April 11, 2021, unless approved for an extension. CenterPoint Energy filed timely extension requests available under the CCR Rule that would allow Indiana Electric to continue to use the ponds through October 15, 2023. On October 5, 2022, the EPA issued a proposed conditional approval of the Part A extension request for the A.B. Brown pond. Both the Culley East and A.B. Brown facility have been taken out of service in a timely manner per the commitments made to the EPA in the extension requests filed for both ponds . On April 24, 2019, Indiana Electric received an order from the IURC approving recovery in rates of costs associated with the closure of the Culley West pond, which has already completed closure activities. On August 14, 2019, Indiana Electric filed its petition with the IURC for recovery of costs associated with the closure of the A.B. Brown ash pond, which would include costs associated with the excavation and recycling of ponded ash. This petition was subsequently approved by the IURC on May 13, 2020. On October 28, 2020, the IURC approved Indiana Electric’s ECA proceeding, which included the initiation of recovery of the federally mandated project costs. On November 1, 2022, Indiana Electric filed for a CPCN to recover federally mandated costs associated with closure of the Culley East Pond, its third and final ash pond. Indiana Electric is also seeking accounting and ratemaking relief for the project, and on June 8, 2023, Indiana Electric filed a revised CPCN for recovery of the federally mandated ash pond costs. The project costs are estimated to be approximately $ 52 million, inclusive of overheads. In July 2018, Indiana Electric filed a Complaint for Damages and Declaratory Relief against its insurers seeking reimbursement of defense, investigation and pond closure costs incurred to comply with the CCR Rule, and has since reached confidential settlement agreements with its insurers. The proceeds of these settlements will offset costs that have been and will be incurred to close the ponds. As of December 31, 2023, CenterPoint Energy has recorded an approximate $ 116 million ARO, which represents the discounted value of future cash flow estimates to close the ponds at A.B. Brown and F.B. Culley. This estimate is subject to change due to the contractual arrangements; continued assessments of the ash, closure methods, and the timing of closure; implications of Indiana Electric’s generation transition plan; changing environmental regulations; and proceeds received from the settlements in the aforementioned insurance proceeding. In addition to these AROs, Indiana Electric also anticipates equipment purchases of between $ 60 million and $ 80 million to complete the A.B. Brown closure project. Clean Water Act Permitting of Groundwater Discharges . In April 2020, the U.S. Supreme Court issued an opinion providing that indirect discharges via groundwater or other non-point sources are subject to permitting and liability under the Clean Water Act when they are the functional equivalent of a direct discharge. On November 27, 2023, the EPA published draft guidance regarding the application of the “functional equivalent” analysis as related to permitting of certain discharges through groundwater to surface waters. The Registrants are evaluating the extent to which this decision and the proposed EPA guidance will affect Clean Water Act permitting requirements and/or liability for their operations. Other Environmental. From time to time, the Registrants identify the presence of environmental contaminants during operations or on property where their predecessors have conducted operations. Other such sites involving contaminants may be identified in the future. The Registrants have and expect to continue to remediate any identified sites consistent with state and federal legal obligations. From time to time, the Registrants have received notices, and may receive notices in the future, from regulatory authorities or others regarding status as a PRP in connection with sites found to require remediation due to the presence of environmental contaminants. In addition, the Registrants have been, or may be, named from time to time as defendants in litigation related to such sites. Although the ultimate outcome of such matters cannot be predicted at this time, the 161 Registrants do not expect these matters, either individually or in the aggregate, to have a material adverse effect on their financial condition, results of operations or cash flows. Other Proceedings The Registrants are involved in other legal, environmental, tax and regulatory proceedings before various courts, regulatory commissions and governmental agencies regarding matters arising in the ordinary course of business. From time to time, the Registrants are also defendants in legal proceedings with respect to claims brought by various plaintiffs against broad groups of participants in the energy industry. Some of these proceedings involve substantial amounts. The Registrants regularly analyze current information and, as necessary, provide accruals for probable and reasonably estimable liabilities on the eventual disposition of these matters. The Registrants do not expect the disposition of these matters to have a material adverse effect on the Registrants’ financial condition, results of operations or cash flows. (16) Earnings Per Share (CenterPoint Energy) Basic earnings per common share is computed by dividing income available to common shareholders from continuing operations by the weighted average number of common shares outstanding during the period. Participating securities are excluded from weighted average number of common shares outstanding in the computation of basic earnings per common share. Diluted earnings per common share is computed by dividing income available to common shareholders from continuing operations by the weighted average number of common shares outstanding, including all potentially dilutive common shares, if the effect of such common shares is dilutive. Diluted earnings per common share reflects the dilutive effect of potential common shares from share-based awards and convertible preferred shares. The dilutive effect of the restricted stock, Series B Preferred Stock and Series C Preferred Stock is computed using the if-converted method, which assumes conversion of the restricted stock, Series B Preferred Stock and Series C Preferred Stock at the beginning of the period, giving income recognition for the add-back of the preferred share dividends, amortization of beneficial conversion feature, and undistributed earnings allocated to preferred shareholders. The dilutive effect of restricted stock is computed using the treasury stock method, as applicable, which includes the incremental shares that would be hypothetically vested in excess of the number of shares assumed to be hypothetically repurchased with the assumed proceeds. Diluted earnings per common share will also reflect the dilutive effect of potential common shares from the conversion of the Convertible Notes. Convertible debt in which the principal amount must be settled in cash is excluded from the calculation of diluted earnings per common share. There would be no interest expense adjustment to the numerator for the cash-settled portion of the Convertible Notes because that portion will always be settled in cash. The conversion spread value in shares will be included in diluted earnings per common share using the if-converted method if the convertible debt is in the money. The denominator of diluted earnings per common share is determined by dividing the conversion spread value of the share-settled portion of the Convertible Notes as of the reporting date by the average share price over the reporting period. For the year ended December 31, 2023, the convertible debt was not in the money; therefore, no incremental shares were assumed converted or included in the diluted earnings per common share calculation. For further details on the Convertible Notes, see Note 13. The Series C Preferred Stock issued in May 2020 were considered participating securities since these shares participated in dividends on Common Stock on a pari passu, pro rata, as-converted basis. As a result, beginning June 30, 2020, earnings per share on Common Stock was computed using the two-class method required for participating securities during the periods the Series C Preferred Stock was outstanding. As of May 7, 2021, all of the remaining outstanding shares of Series C Preferred Stock were converted into shares of Common Stock and earnings per share on Common Stock and the two-class method was no longer applicable beginning June 30, 2021. 162 The following table reconciles numerators and denominators of CenterPoint Energy’s basic and diluted earnings per common share. Basic earnings per common share is determined by dividing Income available to common shareholders - basic by the Weighted average common shares outstanding - basic for the applicable period. Diluted earnings per common share is determined by the inclusion of potentially dilutive common stock equivalent shares that may occur if securities to issue Common Stock were exercised or converted into Common Stock. For the Year Ended December 31, 2023 2022 2021 (in millions, except per share and share amounts) Numerator: Income from continuing operations $ 917 $ 1,057 $ 668 Less: Preferred stock dividend requirement (Note 12) 50 49 95 Income available to common shareholders from continuing operations - basic and diluted 867 1,008 573 Income available to common shareholders from discontinued operations - basic and diluted — — 818 Income available to common shareholders - basic and diluted $ 867 $ 1,008 $ 1,391 Denominator: Weighted average common shares outstanding - basic 630,947,000 629,415,000 592,933,000 Plus: Incremental shares from assumed conversions: Restricted stock 2,232,000 2,931,000 5,181,000 Series C Preferred Stock (1) — — 11,824,000 Weighted average common shares outstanding - diluted 633,179,000 632,346,000 609,938,000 Anti-dilutive Incremental Shares Excluded from Denominator for Diluted Earnings Computation: Series B Preferred Stock (2) — — 23,906,000 Earnings per common share: Basic earnings per common share - continuing operations $ 1.37 $ 1.60 $ 0.97 Basic earnings per common share - discontinued operations — — 1.38 Basic Earnings Per Common Share $ 1.37 $ 1.60 $ 2.35 Diluted earnings per common share - continuing operations $ 1.37 $ 1.59 $ 0.94 Diluted earnings per common share - discontinued operations — — 1.34 Diluted Earnings Per Common Share $ 1.37 $ 1.59 $ 2.28 (1) As of December 31, 2021, all of the outstanding Series C Preferred Stock has been converted into Common Stock. For further information, see Note 12. (2) As of December 31, 2021, all of the outstanding Series B Preferred Stock has been converted into Common Stock. For further information, see Note 12. (17) Reportable Segments The Registrants’ determination of reportable segments considers the strategic operating units under which its CODM manages sales, allocates resources and assesses performance of various products and services to wholesale or retail customers in differing regulatory environments. Each Registrant’s CODM views net income as the measure of profit or loss for the reportable segments. 163 As of December 31, 2023, reportable segments by Registrant are as follows: CenterPoint Energy • CenterPoint Energy’s Electric reportable segment consisted of electric transmission and distribution services in the Texas gulf coast area in the ERCOT region and electric transmission and distribution services primarily to southwestern Indiana and includes power generation and wholesale power operations in the MISO region. • CenterPoint Energy’s Natural Gas reportable segment consists of (i) intrastate natural gas sales to, and natural gas transportation and distribution for residential, commercial, industrial and institutional customers in Indiana, Louisiana, Minnesota, Mississippi, Ohio and Texas; and (ii) permanent pipeline connections through interconnects with various interstate and intrastate pipeline companies through CEIP. • CenterPoint Energy’s Corporate and Other category consists of energy performance contracting and sustainable infrastructure services by Energy Systems Group through June 30, 2023, the date of the sale of Energy Systems Group, and corporate support operations that support all of CenterPoint Energy’s business operations. CenterPoint Energy’s Corporate and Other also includes office buildings and other real estate used for business operations. Houston Electric • Houston Electric’s single reportable segment consisted of electric transmission services to transmission service customers in the ERCOT region and distribution service to REPs in the Texas gulf coast area that includes the city of Houston. CERC • CERC’s single reportable segment following the Restructuring consisted of (i) intrastate natural gas sales to, and natural gas transportation and distribution for residential, commercial, industrial and institutional customers in Indiana, Louisiana, Minnesota, Mississippi, Ohio and Texas; and (ii) permanent pipeline connections through interconnects with various interstate and intrastate pipeline companies through CEIP. Expenditures for long-lived assets include property, plant and equipment. Intersegment sales are eliminated in consolidation, except as described in Note 4. Financial data for reportable segments is as follows, including Discontinued Operations for reconciliation purposes: CenterPoint Energy Revenues from External Customers Intersegment Revenues Depreciation and Amortization Interest Income (1) Interest Expense Income Tax Expense (Benefit) Net Income (Loss) (in millions) For the year ended December 31, 2023: Electric $ 4,290 $ — $ 872 $ 19 $ ( 303 ) $ 189 $ 654 Natural Gas 4,276 3 513 10 ( 188 ) ( 25 ) 533 Corporate and Other 130 — 16 34 ( 264 ) 6 ( 270 ) Eliminations — ( 3 ) — ( 54 ) 54 — — Consolidated $ 8,696 $ — $ 1,401 $ 9 $ ( 701 ) $ 170 917 For the year ended December 31, 2022: Electric $ 4,108 $ — $ 793 $ 4 $ ( 235 ) $ 147 $ 603 Natural Gas 4,946 — 466 2 ( 137 ) 243 492 Corporate and Other 267 — 29 59 ( 214 ) ( 30 ) ( 38 ) Eliminations — — — ( 62 ) 62 — — Consolidated $ 9,321 $ — $ 1,288 $ 3 $ ( 524 ) $ 360 1,057 164 Revenues from External Customers Intersegment Revenues Depreciation and Amortization Interest Income (1) Interest Expense Income Tax Expense (Benefit) Net Income (Loss) (in millions) For the year ended December 31, 2021: Electric $ 3,763 $ — $ 775 $ — $ ( 226 ) $ 95 $ 475 Natural Gas 4,336 — 527 1 ( 141 ) 80 403 Corporate and Other 253 — 14 118 ( 278 ) ( 65 ) ( 210 ) Eliminations — — — ( 116 ) 116 — — Continuing Operations $ 8,352 $ — $ 1,316 $ 3 $ ( 529 ) $ 110 668 Discontinued Operations, net 818 Consolidated $ 1,486 (1) Interest income from Securitization Bonds of $ 4 million, less than $ 1 million, and $ 1 million for the years ended December 31, 2023, 2022 and 2021, respectively, is included in Other income, net on both CenterPoint Energy’s and Houston Electric’s respective Statements of Consolidated Income. Total Assets Expenditures for Long-lived Assets December 31, December 31, 2023 2022 2023 2022 2021 (in millions) Electric $ 21,089 $ 19,024 $ 2,660 $ 2,611 $ 2,008 Natural Gas 17,429 18,043 1,697 1,697 1,178 Corporate and Other, net of eliminations (1) 1,197 1,479 13 107 42 Continuing Operations 39,715 38,546 4,370 4,415 3,228 Divestitures/Discontinued Operations — — — 3 171 Consolidated $ 39,715 $ 38,546 $ 4,370 $ 4,418 $ 3,399 (1) Total assets included pension and other postemployment-related regulatory assets of $ 385 million and $ 405 million as of December 31, 2023 and 2022, respectively. Divestitures and Discontinued Operations (CenterPoint Energy and CERC) For further information regarding CenterPoint Energy’s and CERC’s divestitures and discontinued operations, see Note 4. Houston Electric Houston Electric consists of a single reportable segment; therefore, a tabular reportable segment presentation has not been included. CERC CERC consists of a single reportable segment; therefore, a tabular reportable segment presentation has not been included. Major Customers (Houston Electric) Houston Electric’s revenues from major external customers are as follows: Year Ended December 31, 2023 2022 2021 (in millions) Affiliates of NRG $ 1,106 $ 1,046 $ 905 Affiliates of Vistra Energy Corp. 539 489 410 165 Revenues by Products and Services Year Ended December 31, 2023 2022 2021 Revenues by Products and Services: CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions) Electric delivery $ 3,701 $ 3,677 $ — $ 3,438 $ 3,412 $ — $ 3,158 $ 3,134 $ — Retail electric sales 569 — — 630 — — 559 — — Wholesale electric sales 20 — — 40 — — 46 — — Retail gas sales 4,078 — 3,951 4,759 — 4,613 4,157 — 4,021 Gas transportation 11 — 11 12 — 12 12 — 12 Energy products and services 317 — 187 442 — 175 420 — 167 Total $ 8,696 $ 3,677 $ 4,149 $ 9,321 $ 3,412 $ 4,800 $ 8,352 $ 3,134 $ 4,200 (18) Supplemental Disclosure of Cash Flow and Balance Sheet Information Supplemental Disclosure of Cash Flow Information CenterPoint Energy elected not to separately disclose discontinued operations on its Statements of Consolidated Cash Flows. The tables below provide supplemental disclosure of cash flow information: 2023 2022 2021 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions) Cash Payments/Receipts: Interest, net of capitalized interest (under further review) $ 664 $ 287 $ 175 $ 480 $ 223 $ 104 $ 489 $ 208 $ 130 Income tax payments (refunds), net (1) 215 12 115 421 142 37 ( 46 ) 20 ( 7 ) Non-cash transactions: Accounts payable related to capital expenditures 246 166 74 335 168 139 370 261 128 Fair value of Energy Transfer Common Units received for Enable Merger — — — — — — 1,672 — — Fair value of Energy Transfer Series G Preferred Units received for Enable Merger — — — — — — 385 — — ROU assets obtained in exchange for lease liabilities (2) 3 1 — 7 6 — 2 — — (1) CenterPoint Energy’s $ 215 million income tax payments in 2023 were attributable to recovery of extraordinary gas costs incurred in the February 2021 Winter Storm through the Railroad Commission ordered securitization. (2) Excludes ROU assets obtained through prepayment of the lease liabilities. See Note 20. 166 The table below provides a reconciliation of cash, cash equivalents and restricted cash reported in the Consolidated Balance Sheets to the amount reported in the Statements of Consolidated Cash Flows: December 31, 2023 December 31, 2022 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions) Cash and cash equivalents (1) $ 90 $ 76 $ 1 $ 74 $ 75 $ — Restricted cash included in Prepaid expenses and other current assets 19 13 — 17 13 — Total cash, cash equivalents and restricted cash shown in Statements of Consolidated Cash Flows $ 109 $ 89 $ 1 $ 91 $ 88 $ — (1) Cash and cash equivalents related to VIEs as of December 31, 2023 and 2022 included $ 90 million and $ 75 million, respectively, at CenterPoint Energy and $ 76 million and $ 75 million, respectively, at Houston Electric. Supplemental Disclosure of Balance Sheet Information Included in other current liabilities on CERC’s Consolidated Balance Sheets as of December 31, 2023 and 2022 was $ 118 million and $ 61 million, respectively, of credits related to customers on budget billing programs. Included in other current liabilities on Houston Electric’s Consolidated Balance Sheets as of December 31, 2023 and 2022 was $ 47 million and $ 35 million, respectively, of accrued contributions in aid of construction. (19) Related Party Transactions (Houston Electric and CERC) Houston Electric and CERC participate in a money pool through which they can borrow or invest on a short-term basis. Funding needs are aggregated and external borrowing or investing is based on the net cash position. The net funding requirements of the money pool are expected to be met with borrowings under CenterPoint Energy’s revolving credit facility or the sale of CenterPoint Energy’s commercial paper. The table below summarizes money pool activity: December 31, 2023 December 31, 2022 Houston Electric CERC Houston Electric CERC (in millions, except interest rates) Money pool investments (borrowings) (1) $ 238 $ 1 $ ( 642 ) $ — Weighted average interest rate 5.59 % 5.59 % 4.75 % 4.75 % (1) Included in Accounts and notes receivable (payable)–affiliated companies in Houston Electric’s and CERC’s Consolidated Balance Sheets, as applicable. Houston Electric and CERC affiliate-related net interest income (expense) were as follows: Year Ended December 31, 2023 2022 2021 Houston Electric CERC Houston Electric CERC Houston Electric CERC (1) (in millions) Interest income (expense), net (2) $ 2 $ 10 $ — $ ( 18 ) $ — $ ( 38 ) (1) Includes affiliate-related net interest expense of Indiana Gas and VEDO to reflect the Restructuring. (2) Interest income is included in Other, net and interest expense is included in Interest expense and other finance charges on Houston Electric’s and CERC’s respective Statements of Consolidated Income. CenterPoint Energy provides some corporate services to Houston Electric and CERC. The costs of services have been charged directly to Houston Electric and CERC using methods that management believes are reasonable. These methods include negotiated usage rates, dedicated asset assignment and proportionate corporate formulas based on operating expenses, assets, gross margin, employees and a composite of assets, gross margin and employees. Houston Electric provides certain 167 services to CERC. These services are billed at actual cost, either directly or as an allocation and include fleet services, shop services, geographic services, surveying and right-of-way services, radio communications, data circuit management and field operations. Additionally, CERC provides certain services to Houston Electric. These services are billed at actual cost, either directly or as an allocation and include line locating and other miscellaneous services. These charges are not necessarily indicative of what would have been incurred had Houston Electric and CERC not been affiliates. Amounts charged for these services are included primarily in Operation and maintenance expenses: Year Ended December 31, 2023 2022 2021 Houston Electric CERC Houston Electric CERC Houston Electric CERC (in millions) Corporate service charges $ 173 $ 236 $ 167 $ 237 $ 189 $ 257 Net affiliate service charges (billings) ( 10 ) 10 15 ( 15 ) ( 7 ) 7 The table below presents transactions among Houston Electric, CERC and their parent, Utility Holding. Year Ended December 31, 2023 2022 2021 Houston Electric CERC Houston Electric CERC Houston Electric CERC (in millions) Cash dividends paid to parent $ 367 $ 496 $ 316 $ 124 $ — $ — Cash dividend paid to parent related to the sale of the Arkansas and Oklahoma Natural Gas businesses — — — 720 — — Cash contribution from parent 885 500 1,143 289 130 140 Net assets acquired in the Restructuring (1) — — — 2,345 — — Non-cash capital contribution from parent in payment for property, plant and equipment below — — 38 54 — — Cash paid to parent for property, plant and equipment below — — 65 61 — — Property, plant and equipment from parent (2) — — 103 115 — — (1) The Restructuring was a common control transaction that required the recasting of financial information to the earliest period presented. Therefore, the net asset transfer is not reflected during the year ended December 31, 2022 on CERC’s Statements of Consolidated Changes in Equity. (2) Property, plant and equipment purchased from CenterPoint Energy at its net carrying value on the date of purchase. (20) Leases An arrangement is determined to be a lease at inception based on whether the Registrant has the right to control the use of an identified asset. ROU assets represent the Registrants’ right to use the underlying asset for the lease term and lease liabilities represent the Registrants’ obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term, including payments at commencement that depend on an index or rate. Most leases in which the Registrants are the lessee do not have a readily determinable implicit rate, so an incremental borrowing rate, based on the information available at the lease commencement date, is utilized to determine the present value of lease payments. When a secured borrowing rate is not readily available, unsecured borrowing rates are adjusted for the effects of collateral to determine the incremental borrowing rate. Each Registrant uses the implicit rate for agreements in which it is a lessor. Lease income and expense for operating leases and ROU amortization for finance leases are recognized on a straight-line basis over the lease term. The Registrants have lease agreements with lease and non-lease components and have elected the practical expedient to combine lease and non-lease components for certain classes of leases, such as office buildings and mobile generators. For classes of leases in which lease and non-lease components are not combined, consideration is allocated between components based on the stand-alone prices. Sublease income is not significant to the Registrants. The Registrants’ lease agreements do not contain any material residual value guarantees, material restrictions or material covenants. There are no lease transactions with related parties. Agreements in which the Registrants are lessors do not include 168 provisions for the lessee to purchase the assets. Because risk is minimal, the Registrants do not take any significant actions to manage risk associated with the residual value of their leased assets. The Registrants’ operating lease agreements are primarily equipment and real property leases, including land and office facility leases. CenterPoint Energy and Houston Electric also have finance lease agreements for mobile generators. The Registrants’ lease terms may include options to extend or terminate a lease when it is reasonably certain that those options will be exercised. The Registrants have elected an accounting policy that exempts leases with terms of one year or less from the recognition requirements of ASC 842. In 2021, Houston Electric entered into a temporary short-term lease and long-term leases for mobile generation. The short-term lease agreement allows Houston Electric to take delivery of TEEEF assets on a short-term basis with an initial term ending on September 30, 2022 and extended until December 31, 2022. At such time, the short-term lease agreement expired and all mobile generation assets were leased under the long-term lease agreement. Per Houston Electric’s short-term lease accounting policy election, a ROU asset and lease liability were not reflected on Houston Electric’s Consolidated Balance Sheets. Expenses associated with the short-term lease, including carrying costs, are deferred to a regulatory asset and totaled $ 100 million and $ 103 million as of December 31, 2023 and 2022, respectively. The long-term lease agreement includes up to 505 MW of TEEEF, all of which was delivered as of December 31, 2022, triggering lease commencement at delivery, with an initial term ending in 2029 for all TEEEF leases. The total cash payments under the long-term lease totaled $ 664 million, with the final $ 485 million paid in 2022. These assets were previously available under the short-term lease agreement. Houston Electric derecognized the finance lease liability when the extinguishment criteria in Topic 405 - Liabilities was achieved. Per the terms of the agreement, lease payments are due and made in full by Houston Electric upon taking possession of the asset, relieving substantially all of the associated finance lease liability at that time. The remaining finance lease liability associated with the commenced long-term TEEEF agreement was not significant as of December 31, 2023 and 2022 and relates to removal costs that will be incurred at the end of the lease term. As of December 31, 2023, Houston Electric has secured a first lien on the assets leased under the prepayment agreement, except for assets with lease payments totaling $ 97 million. The $ 97 million prepayment is being held in an escrow account, not controlled by Houston Electric, and the funds will be released when a first lien can be secured by Houston Electric. Expenses associated with the long-term lease, including depreciation expense on the right of use asset and carrying costs, are deferred to a regulatory asset and totaled $ 124 million and $ 60 million as of December 31, 2023 and 2022, respectively. The long-term lease agreement contains a termination clause that can be exercised in the event of material adverse regulatory actions. If the right to terminate is elected, subject to the satisfaction of certain conditions, 75 % of Houston Electric’s prepaid lease costs that is attributable to the period from the effective date of termination to the end of the lease term would be refunded. In December 2022, the long-term lease agreement was amended to include a disallowance reimbursement clause that can be exercised in the event that any regulatory proceeding or settlement agreement results in a disallowance of Houston Electric’s recovery of deferred costs under either the long-term lease agreement, short-term lease agreement or any other quantifiable adverse financial impact to Houston Electric. The disallowance reimbursement clause expired on December 31, 2023 and Houston Electric can no longer seek relief in the event of an unfavorable regulatory ruling. For further discussion of the regulatory impacts, see Note 7. Houston Electric will also incur variable costs throughout the lease term for the operation and maintenance of the generators. Lease costs, including variable and ROU asset amortization costs, are deferred to Regulatory assets as incurred as a recoverable cost under the 2021 Texas legislation. See Note 7 for further information regarding recovery of these deferred costs. The components of lease cost, included in Operation and maintenance expense on the Registrants’ respective Statements of Consolidated Income, are as follows: Year Ended December 31, 2023 2022 2021 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions) Operating lease cost $ 6 $ 3 $ 2 $ 6 $ 1 $ 2 $ 8 $ 1 $ 4 Short-term lease cost 31 30 $ — 167 166 1 119 118 — Total lease cost (1) $ 37 $ 33 $ 2 $ 173 $ 167 $ 3 $ 127 $ 119 $ 4 (1) CenterPoint Energy and Houston Electric defer finance lease costs for TEEEF to Regulatory assets for recovery rather than to Depreciation and Amortization in the Statements of Consolidated Income. 169 The components of lease income were as follows: Year Ended December 31, 2023 2022 2021 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions) Operating lease income $ 6 $ 1 $ 4 $ 5 $ 1 $ 3 $ 6 $ 1 $ 3 Variable lease income 2 — — 2 — — 1 — — Total lease income $ 8 $ 1 $ 4 $ 7 $ 1 $ 3 $ 7 $ 1 $ 3 Supplemental balance sheet information related to leases was as follows: December 31, 2023 December 31, 2022 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions, except lease term and discount rate) Assets: Operating ROU assets (1) $ 13 $ 6 $ 4 $ 19 $ 6 $ 5 Finance ROU assets (2) 526 $ 526 — 621 621 — Total leased assets $ 539 $ 532 $ 4 $ 640 $ 627 $ 5 Liabilities: Current operating lease liability (3) $ 3 $ 1 $ 1 $ 5 $ 1 $ 2 Non-current operating lease liability (4) 10 $ 5 3 14 5 4 Total leased liabilities (5) $ 13 $ 6 $ 4 $ 19 $ 6 $ 6 Weighted-average remaining lease term (in years) - operating leases 4.7 3.9 3.1 4.3 4.8 3.9 Weighted-average discount rate - operating leases 4.13 % 4.09 % 3.60 % 3.80 % 4.01 % 3.58 % Weighted-average remaining lease term (in years) - finance leases 5.5 5.5 — 6.5 6.5 — Weighted-average discount rate - finance leases 3.60 % 3.60 % — 3.60 % 3.60 % — (1) Reported within Other assets in the Registrants’ respective Consolidated Balance Sheets, net of accumulated amortization. (2) Reported within Property, Plant and Equipment in the Registrants’ respective Consolidated Balance Sheets, net of accumulated amortization. (3) Reported within Current other liabilities in the Registrants’ respective Consolidated Balance Sheets. (4) Reported within Other liabilities in the Registrants’ respective Consolidated Balance Sheets. (5) Finance lease liabilities were not material as of December 31, 2023 or 2022 and are reported within Other long-term debt in the Registrants’ respective Consolidated Balance Sheets when applicable. 170 As of December 31, 2023, finance lease liabilities were not significant to the Registrants. As of December 31, 2023, maturities of operating lease liabilities were as follows: CenterPoint Energy Houston Electric CERC (in millions) 2024 $ 4 $ 2 $ 2 2025 3 2 1 2026 3 1 1 2027 2 1 — 2028 1 — — 2029 and beyond 2 — — Total lease payments 15 6 4 Less: Interest 2 — — Present value of lease liabilities $ 13 $ 6 $ 4 As of December 31, 2023, future minimum finance lease payments to be received were not significant to the Registrants. As of December 31, 2023, maturities of undiscounted operating lease payments to be received are as follows: CenterPoint Energy Houston Electric CERC (in millions) 2024 $ 6 $ 1 $ 4 2025 8 1 5 2026 8 — 5 2027 7 — 5 2028 7 — 5 2029 and beyond 173 — 170 Total lease payments to be received $ 209 $ 2 $ 194 Other information related to leases is as follows: Year Ended December 31, 2023 2022 2021 CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC CenterPoint Energy Houston Electric CERC (in millions) Operating cash flows from operating leases included in the measurement of lease liabilities $ 5 $ 2 $ 2 $ 6 $ 1 $ 2 $ 6 $ 1 $ 3 Financing cash flows from finance leases included in the measurement of lease liabilities — — — 485 485 — 179 179 — See Note 18 for information on ROU assets obtained in exchange for operating lease liabilities. (21) Subsequent Events January 2024 Equity Distribution Agreement (CenterPoint Energy) On January 10, 2024, CenterPoint Energy entered into an Equity Distribution Agreement with certain financial institutions with respect to the offering and sale from time to time of shares of Common Stock, having an aggregate gross sales price of up to $ 500 million. Sales of Common Stock may be made by any method permitted by applicable law and deemed to be an “at the market offering” as defined in Rule 415 of the Securities Act of 1933. CenterPoint Energy may also enter into one or more forward sales agreements pursuant to master forward confirmations. The offer and sale of Common Stock under the Equity Distribution Agreement will terminate upon the earliest of (1) the sale of all Common Stock subject to the Equity Distribution 171 Agreement, (2) termination of the Equity Distribution Agreement, or (3) May 17, 2026. As of February 20, 2024, CenterPoint Energy has not issued any shares of Common Stock under the Equity Distribution Agreement and has not entered into any forward sale agreements. Proposed Divestiture of Louisiana and Mississippi Natural Gas Local Distribution Companies (CenterPoint Energy and CERC) On February 19, 2024, CERC Corp. entered into the LAMS Asset Purchase Agreement, pursuant to which CERC Corp. has agreed to sell its Louisiana and Mississippi regulated natural gas local distribution company businesses. The purchase price for the Louisiana and Mississippi regulated natural gas local distribution company businesses is $ 1.2 billion and subject to adjustment as set forth in the LAMS Asset Purchase Agreement, including adjustments based on net working capital, regulatory assets and liabilities and capital expenditures at closing. The completion of the proposed transaction is subject to customary closing conditions, including (i) the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, (ii) approval of the LPSC, (iii) approval of the MPSC, (iv) no Material Adverse Effect (as defined in the LAMS Asset Purchase Agreement) having occurred, and (v) customary closing conditions regarding the accuracy of the representations and warranties and compliance by the parties with the respective obligations under the LAMS Asset Purchase Agreement. The proposed transaction is not subject to a financing condition and is expected to close by the end of the first quarter of 2025, subject to satisfaction of the foregoing conditions. Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure None.