2 unchanged sentences
Information contained herein relating to any individual Registrant is filed by such Registrant solely on its own behalf.
−Removed: Each registrant makes no representation as to information relating exclusively to the other registrants or the subsidiaries of CenterPoint Energy, Inc.
+Added: No Registrant makes any representation as to information relating to the other Registrants or the subsidiaries of CenterPoint Energy, Inc.
other than itself or its subsidiaries.
4 unchanged sentences
In this combined Form 10-K, the terms “our,” “we” and “us” are used as abbreviated references to CenterPoint Energy, Inc.
−Removed: together with its consolidated subsidiaries, including Houston Electric and CERC, unless stated otherwise.
+Added: together with its consolidated subsidiaries, including Houston Electric and CERC, unless otherwise stated.
CenterPoint Energy is a public utility holding company.
CenterPoint Energy’s operating subsidiaries own and operate electric transmission, distribution and generation facilities and natural gas distribution systems.
−Removed: As of December 31, 2024, CenterPoint Energy’s indirect, wholly-owned subsidiaries included:
+Added: As of December 31, 2025, CenterPoint Energy’s indirect, wholly-owned operating subsidiaries included:
• Houston Electric, which provides electric transmission service to transmission service customers in the ERCOT region and distribution service to REPs serving the Texas Gulf Coast area that includes the city of Houston.
−Removed: Bond Company IV is a wholly-owned, bankruptcy-remote entity formed solely for the purpose of purchasing and owning transition property through the issuance of Securitization Bonds;
−Removed: • CERC Corp., which (i) directly owns and operates natural gas distribution systems in Louisiana, Minnesota, Mississippi and Texas, (ii) indirectly, through Indiana Gas and CEOH, 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;
+Added: • CERC Corp., which (i) directly owns and operates natural gas distribution systems in Minnesota and Texas, (ii) indirectly, through Indiana Gas and CEOH, 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;
• SIGECO, which 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.
3 unchanged sentences
For a discussion of net income by segment, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Results of Operations by Reportable Segment” in Item 7 of Part II of this report.
−Removed: On June 30, 2023, CenterPoint Energy completed the sale of its indirect subsidiary, Energy Systems Group, to an unaffiliated third party.
−Removed: 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 LDC businesses.
−Removed: The transaction is expected to close in the first quarter of 2025.
+Added: On March 7, 2025, SIGECO acquired 100% of the equity interests in Posey Solar, which was constructing a 191 MW solar array in Posey County, Indiana, for approximately $357 million.
+Added: On March 31, 2025, CenterPoint Energy, through its subsidiary CERC Corp., completed the sale of its Louisiana and Mississippi natural gas LDC businesses for approximately $1.2 billion.
+Added: On October 20, 2025, CenterPoint Energy, through its subsidiary CERC Corp., entered into the Ohio Securities Purchase Agreement to sell all of the issued and outstanding equity interests in CEOH for total consideration of approximately $2.62 billion, which is comprised of the following:
+Added: (i) $1.42 billion in cash payable to CERC Corp.
+Added: upon closing of the transaction, subject to adjustments as set forth in the Ohio Securities Purchase Agreement, including adjustments based on net working capital, regulatory assets and liabilities and capital expenditures at closing of the transaction;
+Added: and (ii) a 364-day seller promissory note, in the original principal amount of $1.2 billion, to be issued by NFGC at the closing of the transaction and payable to CERC Corp.
+Added: as provided by the terms and conditions of the Seller Note Agreement.
+Added: The transaction is expected to close in the fourth quarter of 2026, subject to the satisfaction of customary closing conditions.
For further information, see Note 4 to the consolidated financial statements.
−Removed: The Registrants’ principal executive offices are located at 1111 Louisiana, Houston, Texas 77002 (telephone number:
+Added: The Registrants’ principal executive offices are located at 1111 Louisiana Street, Houston, Texas 77002 (telephone number:
713-207-1111).
We make available free of charge on CenterPoint Energy’s internet website, http://www.centerpointenergy.com, our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, as soon as reasonably practicable after we electronically file such reports with, or furnish them to, the SEC.
−Removed: The SEC maintains an Internet website
−Removed: that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC at http://www.sec.gov.
+Added: The SEC maintains an internet website that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC at http://www.sec.gov.
Additionally, we make available free of charge on CenterPoint Energy’s internet website:
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• our Corporate Governance Guidelines;
−Removed: • the charters of the Audit, Human Capital and Compensation, Governance, Environmental and Sustainability, and Safety and Operations committees of our Board of Directors.
+Added: • the charters of the Audit, Corporate Governance and Nominating, Human Capital and Compensation, and Safety and Operations committees of our Board.
Any shareholder who so requests may obtain a printed copy of any of these documents from us.
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Houston Electric is a transmission and distribution electric utility that operates wholly within the state of Texas.
−Removed: Houston Electric does not make direct retail or wholesale sales of electric energy or own or operate any power generating facilities other than leased TEEEF.
+Added: Houston Electric does not make direct retail or wholesale sales of electric energy or own or operate any power generating facilities other than TEEEF.
Electric Transmission
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Rates for these services are established pursuant to rate proceedings conducted before municipalities that have original jurisdiction and the PUCT.
−Removed: Temporary Generation.
−Removed: As allowed by a law enacted by the Texas legislature after the February 2021 Winter Storm Event and amended in 2023, Houston Electric is leasing TEEEF that can aid in restoring power to customers during certain significant power outages that are
−Removed: impacting its distribution system.
−Removed: On December 19, 2024, Houston Electric announced a proposal to release certain of Houston Electric’s TEEEF to the San Antonio area prior to the summer of 2025 for a period of up to two years, during which Houston Electric would not receive revenue or profit from ERCOT and would not charge Houston-area customers for these TEEEF units.
−Removed: As of December 31, 2024, Houston Electric leased 505 MW of TEEEF.
−Removed: For more information, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Executive Summary — Significant Events — May 2024 Storm Events and Hurricane Beryl” in Item 7 of Part II of this report, as well as Note 7 and Note 19 to the consolidated financial statements.
+Added: As allowed by a law enacted by the Texas legislature after the February 2021 Winter Storm Event and amended in 2023, Houston Electric has entered into contractual arrangements to facilitate access to TEEEF units, both on a long-term basis and, to a limited extent, on a month-to-month basis, that can aid in restoring power to customers during certain significant power outages that are impacting its distribution system.
+Added: In June 2025, Houston Electric entered into definitive documentation (the “ERCOT Transaction”), subject to PUCT approval, with relevant parties to release its 15 large 27 MW to 32 MW TEEEF units to the San Antonio area until March 2027 unless terminated earlier pursuant to the provisions of the ERCOT Transaction, during which Houston Electric will not receive revenue or profit from ERCOT and will also not charge Houston-area customers for these TEEEF units while they are in the San Antonio area serving ERCOT.
+Added: In November 2025, Houston Electric proposed to release its five medium (5.7 MW) TEEEF units and to remove the associated lease costs from its rates effective January 1, 2026.
+Added: On February 13, 2026, Houston Electric requested continued abatement until February 27, 2026 due to continued settlement discussions.
+Added: As of December 31, 2025, Houston Electric leased 519 MW of TEEEF on a long-term basis.
+Added: For more information, see Note 7 and Note 19 to the consolidated financial statements.
Bond Companies
−Removed: Houston Electric has special purpose subsidiaries consisting of the Bond Companies, which it consolidates.
−Removed: These consolidated special purpose subsidiaries are wholly-owned, bankruptcy-remote entities that were formed solely for the purpose of purchasing and owning transition or system restoration property through the issuance of Securitization Bonds, and conducting activities incidental thereto.
−Removed: The Securitization Bonds issued by Bond Company IV were repaid through charges imposed on customers in Houston Electric’s service territory.
−Removed: Restoration Bond Company repaid in full its last outstanding system restoration bonds at maturity on August 15, 2022, and was subsequently dissolved in 2024.
−Removed: On October 15, 2024, Bond Company IV repaid in full its last outstanding transition bonds at maturity.
−Removed: For further discussion of the Securitization Bonds issued by Bond Company IV and the outstanding balances as of December 31, 2024 and 2023, see Note 12 to the consolidated financial statements.
+Added: Houston Electric has VIEs, including Transition Bond Company IV and Restoration Bond Company II, which are consolidated.
+Added: The consolidated VIEs are wholly-owned, bankruptcy-remote, special purpose entities that were formed solely for the purpose of securitizing transition property or system restoration property through the issuance of transition bonds or system restoration bonds, and conducting activities incidental thereto.
+Added: The Securitization Bonds are repaid through charges imposed on customers in Houston Electric’s service territory.
+Added: On October 15, 2024, Transition Bond Company IV repaid in full its last outstanding transition bonds at maturity.
+Added: For further discussion of the Securitization Bonds and the outstanding balances as of December 31, 2025 and 2024, see Note 12 to the consolidated financial statements.
Houston Electric serves nearly all of the Houston/Galveston metropolitan area near the Texas Gulf Coast.
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Houston Electric holds non-exclusive franchises from certain incorporated municipalities in its service territory.
−Removed: In exchange for the payment of fees, these franchises give Houston Electric the right to use the streets and public rights-of-way of these municipalities to construct, operate and maintain its transmission and distribution system and to use that system to
−Removed: conduct its electric delivery business and for other purposes that the franchises permit.
+Added: In exchange for the payment of fees, these franchises give Houston Electric the right to use the streets and public rights-of-way of these municipalities to construct, operate and maintain its transmission and distribution system and to use that system to conduct its electric delivery business and for other purposes that the franchises permit.
The terms of the franchises, with various expiration dates, typically range from 30 to 40 years.
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Southwestern Indiana 134,695 19,707 154,402
−Removed: Total load and the related reserve margin at the time of the system summer peak on August 29, 2024, is presented below in MW, except for reserve margin at peak:
+Added: Total load and the related reserve margin at the time of the system summer peak on June 25, 2025 is presented below in MW, except for reserve margin at peak:
Total load at peak 1,073
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Reserve margin at peak 26 %
−Removed: (1) Indiana Electric procured bi-lateral capacity contracts starting in the 2023-2024 MISO planning year.
−Removed: These contracts were procured before MISO moved to a seasonal construct, which allowed several generating units to receive accreditation in the summer season that would not have received any accreditation under MISO's previous annual construct.
−Removed: This resulted in a reserve margin that is higher than normal in the summer, but was limited to the summer season.
+Added: (1) Total reflects long-term and short-term capacity contracts secured to meet MISO planning requirements.
The winter peak load for the 2024-2025 season of approximately 849 MW occurred on January 21, 2025.
1 unchanged sentence
Indiana Electric has entered into various PPAs to purchase solar power and wind power to meet its future generation needs as reported in the table below:
−Removed: Power Type Counterparty Location Expected Date in Service Capacity
−Removed: Solar Clenera, LLC Warrick County, Indiana 2026 100 25
−Removed: Solar Oriden Vermillion County, Indiana 2026 185 15
+Added: Power Type Counterparty Location Date in Service/Expected Date in Service
+Added: NextEra Energy, Inc.
+Added: Tama County, Iowa
Solar Origis Knox County, Indiana 2026 150 20
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Major suppliers are those that account for greater than 10% of Indiana Electric’s coal purchases.
−Removed: For the year ended December 31, 2024, Sunrise LLC accounted for 88% of Indiana Electric’s coal purchases, with the remaining 12% being purchased from other suppliers.
+Added: For the year ended December 31, 2025, Sunrise LLC accounted for 100% of Indiana Electric’s coal purchases.
The table below presents information related to coal purchases during the year ended December 31, 2025 and coal inventory as of December 31, 2025:
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Wind Fowler Ridge II Wind Farm, LLC Benton/Tippecanoe Counties, Indiana 2029 50 129
+Added: Salt Creek Wind, LLC
+Added: Tama County, Iowa
(1) As part of its power portfolio, Indiana Electric is a 1.5% shareholder in the OVEC.
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(2) Represents intervals when sales to the MISO were in excess of purchases from the MISO.
−Removed: Net sales were insignificant during 2024 primarily due to the retirement of SIGECO’s A.B.
−Removed: Brown coal generating facilities in 2023 and SIGECO’s exit from joint operations in the Warrick 4 coal generating facility on January 1, 2024.
Interconnections
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and Big Rivers Electric Corporation providing the ability to simultaneously interchange approximately 660 MW during peak load periods.
−Removed: Indiana Electric, as required as a member of the MISO, has turned over operational control of the interchange facilities
−Removed: and its own transmission assets to the MISO.
+Added: Indiana Electric, as required as a member of the MISO, has turned over operational control of the interchange facilities and its own transmission assets to the MISO.
Indiana Electric, in conjunction with the MISO, must operate the bulk electric transmission system in accordance with NERC Reliability Standards.
2 unchanged sentences
SIGECO Securitization Subsidiary
−Removed: SIGECO has a special purpose subsidiary, SIGECO Securitization Subsidiary, which it consolidates.
−Removed: This consolidated special purpose subsidiary is a wholly-owned, bankruptcy-remote entity that was formed solely for the purpose of facilitating the securitization financing of qualified costs.
+Added: SIGECO has a VIE, SIGECO Securitization Subsidiary, which is consolidated.
+Added: This consolidated VIE is a wholly-owned, bankruptcy-remote, special purpose entity that was formed solely for the purpose of facilitating the securitization financing of qualified costs.
The obligations of the SIGECO Securitization Bonds are repaid through charges imposed on customers in Indiana Electric’s service territory.
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Natural Gas (CenterPoint Energy and CERC)
−Removed: CenterPoint Energy’s and CERC’s Natural Gas engage in regulated intrastate natural gas sales to, and natural gas transportation and storage for, residential, commercial, industrial and transportation customers.
−Removed: CenterPoint Energy’s and CERC’s Natural Gas provide permanent pipeline connections through interconnects with various interstate and intrastate pipeline companies through CEIP.
−Removed: CenterPoint Energy’s and CERC’s Natural Gas also provided services in Minnesota consisting of residential appliance repair and maintenance services along with HVAC equipment sales and home repair protection plans to natural gas customers in Indiana, Mississippi, Ohio and Texas through a third party as of December 31, 2024.
+Added: CenterPoint Energy’s and CERC’s natural gas distribution businesses engage in regulated intrastate natural gas sales to, and natural gas transportation and storage for, residential, commercial, industrial and transportation customers.
+Added: CenterPoint Energy’s and CERC’s natural gas distribution businesses provide permanent pipeline connections through interconnects with various interstate and intrastate pipeline companies through CEIP.
+Added: CenterPoint Energy’s and CERC’s natural gas distribution businesses also provided services in Minnesota consisting of residential appliance repair and maintenance services along with HVAC equipment sales.
+Added: Additionally, CenterPoint Energy and CERC’s natural gas distribution businesses provided home repair protection plans to natural gas customers in Indiana, Ohio and Texas through a third party as of December 31, 2025.
For information regarding the properties of the Natural Gas reportable segment, read “Properties — Natural Gas (CenterPoint Energy and CERC)” in Item 2 of this report, which information is incorporated herein by reference.
−Removed: 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 LDC businesses.
−Removed: The transaction was approved by final orders issued by the MPSC on December 3, 2024 and by the LPSC on December 17, 2024.
−Removed: The transaction is expected to close in the first quarter of 2025.
+Added: On March 31, 2025, CenterPoint Energy, through its subsidiary CERC Corp., completed the sale of its Louisiana and Mississippi natural gas LDC businesses.
+Added: On October 20, 2025, CenterPoint Energy, through its subsidiary CERC Corp., entered into the Ohio Securities Purchase Agreement to sell all of the issued and outstanding equity interests in CEOH for total consideration of approximately $2.62 billion, which is comprised of the following:
+Added: (i) $1.42 billion in cash payable to CERC Corp.
+Added: upon closing of the transaction, subject to adjustments as set forth in the Ohio Securities Purchase Agreement, including adjustments based on net working capital, regulatory assets and liabilities and capital expenditures at closing of the transaction;
+Added: and (ii) a 364-day seller promissory note, in the original principal amount of $1.2 billion, to be issued by NFGC at the closing of the transaction and payable to CERC Corp.
+Added: as provided by the terms and conditions of the Seller Note Agreement.
+Added: The transaction is expected to close in the fourth quarter of 2026, subject to the satisfaction of customary closing conditions.
For further information, see Note 4 to the consolidated financial statements.
−Removed: The table below reflects the number of CenterPoint Energy’s and CERC’s Natural Gas customers by state as of December 31, 2024:
+Added: The table below reflects the number of CenterPoint Energy’s and CERC’s natural gas distribution business customers by state as of December 31, 2025:
Residential Commercial/
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Indiana (Indiana Gas) 613,299 55,996 669,295
−Removed: Louisiana 231,962 16,214 248,176
Minnesota 865,667 73,063 938,730
−Removed: Mississippi 123,175 13,152 136,327
Ohio 312,131 24,711 336,842
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Minneapolis, Minnesota;
−Removed: Shreveport, Louisiana;
−Removed: Biloxi, Mississippi;
Evansville, Indiana;
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The demand for natural gas sales to residential customers and natural gas sales and transportation for commercial and industrial customers is seasonal and affected by variations in weather conditions.
−Removed: In 2024, approximately 64% and 65% of CenterPoint Energy’s and CERC’s Natural Gas total throughput occurred in the first and fourth quarters, respectively.
+Added: In 2025, approximately 68% and 69% of the total throughput for CenterPoint Energy’s and CERC’s natural gas distribution businesses, respectively, occurred in the first and fourth quarters.
These patterns reflect the higher demand for natural gas for heating purposes during the colder months.
Supply and Transportation
−Removed: In 2024, CenterPoint Energy’s Natural Gas purchased virtually all of its natural gas supply pursuant to contracts with remaining terms varying from a few months to three years.
+Added: In 2025, CenterPoint Energy’s natural gas distribution businesses purchased virtually all of their natural gas supply pursuant to contracts with remaining terms varying from a few months to three years.
Major suppliers are those that account for greater than 10% of CenterPoint Energy’s or CERC’s annual natural gas supply purchases.
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Tenaska Marketing Ventures, LLC 32 % 30 %
−Removed: BP Energy Company
Macquarie Energy, LLC
+Added: BP Energy Company
Total of major suppliers 52 % 51 %
Numerous other suppliers provided the remainder of CenterPoint Energy’s and CERC’s natural gas supply requirements.
−Removed: CenterPoint Energy’s and CERC’s Natural Gas transports their natural gas supplies through various intrastate and interstate pipelines under contracts with remaining terms, including extensions, varying from one to fifteen years.
−Removed: CenterPoint Energy’s and CERC’s Natural Gas anticipates that these gas supply and transportation contracts will be renewed or replaced prior to their expiration.
−Removed: CenterPoint Energy’s and CERC’s Natural Gas actively engage in commodity price stabilization pursuant to annual gas supply plans presented to and/or filed with each of its state regulatory authorities.
−Removed: These price stabilization activities include use of storage gas and contractually establishing structured prices (e.g., fixed price, costless collars and caps) with CenterPoint Energy’s and CERC’s Natural Gas’ physical gas suppliers.
+Added: CenterPoint Energy’s and CERC’s natural gas distribution businesses transport their natural gas supplies through various intrastate and interstate pipelines under contracts with remaining terms, including extensions, varying from one to fifteen years.
+Added: CenterPoint Energy’s and CERC’s natural gas distribution businesses anticipate that these gas supply and transportation contracts will be renewed or replaced prior to their expiration.
+Added: CenterPoint Energy’s and CERC’s natural gas distribution businesses actively engage in commodity price stabilization pursuant to annual gas supply plans presented to and/or filed with each of their state regulatory authorities.
+Added: These price stabilization activities include use of storage gas and contractually establishing structured prices (e.g., fixed price, costless
+Added: collars and caps) with CenterPoint Energy’s and CERC’s natural gas distribution business’ physical gas suppliers.
Their gas supply plans generally call for 50–70% of normal winter supplies to be stabilized in some fashion.
−Removed: The regulations of the states in which CenterPoint Energy’s and CERC’s Natural Gas operate allow them to pass through changes in the cost of natural gas, including savings and costs of financial derivatives associated with the index-priced physical supply, to their customers under purchased gas adjustment provisions in their tariffs.
+Added: The regulations of the states in which CenterPoint Energy’s and CERC’s natural gas distribution businesses operate allow them to pass through changes in the cost of natural gas, including savings and costs of financial derivatives associated with the index-priced physical supply, to their customers under purchased gas adjustment provisions in their tariffs.
Depending upon the jurisdiction, the purchased gas adjustment factors are updated periodically, ranging from monthly to semi-annually.
The changes in the cost of gas billed to customers are subject to review by the applicable regulatory bodies.
−Removed: CenterPoint Energy’s and CERC’s Natural Gas use various third-party storage services or owned natural gas storage facilities to meet peak-day requirements and to manage the daily changes in demand due to changes in weather.
−Removed: CenterPoint Energy’s and CERC’s Natural Gas may also supplement contracted supplies and storage from time to time with stored LNG and propane-air plant production.
−Removed: On an ongoing basis, CenterPoint Energy’s and CERC’s Natural Gas enter into contracts to provide sufficient supplies and pipeline capacity to meet their customer requirements.
+Added: CenterPoint Energy’s and CERC’s natural gas distribution businesses use various third-party storage services or owned natural gas storage facilities to meet peak-day requirements and to manage the daily changes in demand due to changes in weather.
+Added: CenterPoint Energy’s and CERC’s natural gas distribution businesses may also supplement contracted supplies and storage from time to time with stored LNG and propane-air plant production.
+Added: On an ongoing basis, CenterPoint Energy’s and CERC’s natural gas distribution businesses enter into contracts to provide sufficient supplies and pipeline capacity to meet their customer requirements.
However, it is possible for limited service disruptions to occur from time to time due to weather conditions, transportation constraints and other events.
As a result of these factors, supplies of natural gas may become unavailable from time to time, or prices may increase rapidly in response to temporary supply constraints or other factors.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: CenterPoint Energy’s and CERC’s Natural Gas may receive compensation from the asset manager through payments made over the life of the AMAs.
−Removed: 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.
+Added: CenterPoint Energy’s and CERC’s natural gas distribution businesses continue to utilize AMAs associated with their utility distribution service in Indiana, Minnesota and Texas.
+Added: Generally, AMAs are contracts between CenterPoint Energy’s and CERC’s natural gas distribution businesses and an asset manager that are intended to transfer the working capital obligation and maximize the utilization of the assets.
+Added: In these agreements, CenterPoint Energy’s and CERC’s natural gas distribution businesses agree 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 distribution businesses and to use the released capacity for other purposes when it is not needed for CenterPoint Energy’s and CERC’s natural gas distribution businesses.
+Added: CenterPoint Energy’s and CERC’s natural gas distribution businesses may receive compensation from the asset manager through payments made over the life of the AMAs.
+Added: CenterPoint Energy’s and CERC’s natural gas distribution businesses have an obligation to purchase their winter storage requirements that have been released to the asset manager under these AMAs.
The AMAs have varying terms, the longest of which expires in 2029.
−Removed: 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.
−Removed: For amounts outstanding under these AMAs, see Note 12 to the consolidated financial statements.
−Removed: CenterPoint Energy’s and CERC’s Natural Gas compete primarily with alternate energy sources such as electricity and other fuel sources.
+Added: Pursuant to the provisions of the agreements, CenterPoint Energy’s and CERC’s natural gas distribution businesses either sell natural gas to the asset manager and agree 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.
+Added: Each of CenterPoint Energy and CERC had no amounts outstanding under these AMAs as of December 31, 2025 and 2024.
+Added: CenterPoint Energy’s and CERC’s natural gas distribution businesses compete primarily with alternate energy sources such as electricity and other fuel sources.
In some areas, intrastate pipelines, other gas distributors and marketers also compete directly for gas sales to end users.
−Removed: In addition, as a result of federal regulations affecting interstate pipelines, natural gas marketers operating on these pipelines may be able to bypass CenterPoint Energy’s and CERC’s Natural Gas’ facilities and market, sell and/or transport natural gas directly to commercial and industrial customers.
+Added: In addition, as a result of federal regulations affecting interstate pipelines, natural gas marketers operating on these pipelines may be able to bypass CenterPoint Energy’s and CERC’s natural gas distribution business’ facilities and market, sell and/or transport natural gas directly to commercial and industrial customers.
+Added: In almost all communities in which CenterPoint Energy’s and CERC’s natural gas distribution businesses provide natural gas distribution services, they operate under franchises, certificates or licenses obtained from state and local authorities.
+Added: The original terms of the franchises, with various expiration dates, typically range from 10 to 30 years.
+Added: CenterPoint Energy’s and CERC’s natural gas distribution businesses expect to be able to renew expiring franchises.
+Added: In most cases, franchises to provide natural gas utility services are not exclusive.
Corporate and Other (CenterPoint Energy)
−Removed: CenterPoint Energy’s Corporate and Other consists of corporate support operations that support CenterPoint Energy’s business operations and also includes office buildings and other real estate used for business operations.
−Removed: CenterPoint Energy’s Corporate and Other also consisted 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.
+Added: CenterPoint Energy’s Corporate and Other reportable segment consists of corporate support operations that support CenterPoint Energy’s business operations and also includes office buildings and other real estate used for business operations.
+Added: CenterPoint Energy’s Corporate and Other reportable segment also consisted 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.
For additional information on the sale of Energy Systems Group, see Note 4 to the consolidated financial statements.
14 unchanged sentences
To the extent that Houston Electric and Indiana Electric are required to make additional expenditures to comply with these standards, it is anticipated that Houston Electric and Indiana Electric will seek to recover those costs through the transmission charges that are imposed on all distribution service providers within ERCOT and the MISO, respectively, for electric transmission provided.
+Added: The FPA also provides that, whenever the Secretary of the U.S.
+Added: Department of Energy determines that an emergency exists by reason of a sudden increase in the demand for electric energy, or a shortage of electric energy or of facilities for the generation or transmission of electric energy, then the Secretary of the U.S.
+Added: Department of Energy has the authority to require by order such temporary connections of facilities and such generation, delivery, interchange or transmission of electric energy as in the Secretary’s judgment will best meet the demands of the emergency and serve the public interest.
As a public utility holding company, under the Public Utility Holding Company Act of 2005, CenterPoint Energy and its consolidated subsidiaries are subject to reporting and accounting requirements and are required to maintain certain books and records and make them available for review by FERC and state regulatory authorities in certain circumstances.
14 unchanged sentences
In ERCOT, end users purchase their electricity directly from certificated REPs.
−Removed: Houston Electric’s distribution rates charged to REPs for residential and small commercial customers are primarily based on amounts of energy delivered, whereas
−Removed: distribution rates for a majority of large commercial and industrial customers are primarily based on peak demand.
+Added: Houston Electric’s distribution rates charged to REPs for residential and small commercial customers are primarily based on amounts of energy delivered, whereas distribution rates for a majority of large commercial and industrial customers are primarily based on peak demand.
All REPs in Houston Electric’s service area pay the same rates and other charges for transmission and distribution services.
−Removed: This regulated delivery charge may include the transmission and distribution rate (which includes municipal franchise fees), a DCRF mechanism for recovery of incremental distribution-invested capital above that which is already reflected in the base distribution rate, a TEEEF mechanism for recovery of costs associated with leasing and operating TEEEF, a TCRF mechanism for recovery of approved wholesale transmission cost changes billed by a transmission service provider, a nuclear decommissioning charge associated with decommissioning the South Texas nuclear generating facility, an EECRF charge, and charges associated with securitization of regulatory assets, stranded costs and restoration costs.
+Added: This regulated delivery charge may include the transmission and distribution rate (which includes municipal franchise fees), a DCRF mechanism for recovery of incremental distribution-invested capital above that which is already reflected in the base distribution rate, a TEEEF mechanism for recovery of costs associated with leasing and operating certain TEEEF, a TCRF mechanism for recovery of approved wholesale transmission cost changes billed by a transmission service provider, a nuclear decommissioning charge associated with decommissioning the South Texas nuclear generating facility, an EECRF charge, and charges associated with securitization of regulatory assets, stranded costs and restoration costs.
Transmission rates charged to distribution companies are based on amounts of energy transmitted under “postage stamp” rates that do not vary with the distance the energy is being transmitted.
8 unchanged sentences
The energy and capacity secured from Indiana Electric’s available generation resources are utilized primarily to serve the needs of retail electric customers residing within Indiana Electric’s franchised service territory.
−Removed: Costs of operating Indiana Electric’s generation facilities are recovered through IURC-approved base rates as well as periodic rate recovery mechanisms including the CECA, ECA, FAC, MCRA, and RCRA mechanism.
+Added: The expenses and capital investments associated with operating Indiana Electric’s generation facilities are recovered through IURC-approved base rates as well as periodic rate recovery mechanisms including the CECA, ECA, FAC, MCRA, and RCRA mechanism.
Costs that are deemed unreasonable or imprudent by the IURC may not be recoverable through retail electric rates.
Indiana Electric also receives revenues from the MISO to compensate it for benefits the generation facilities provide to the transmission system.
−Removed: Proceeds from the sales of energy from Indiana Electric’s generation facilities that exceed the requirements of retail customers are shared by Indiana Electric and retail electric customers.
+Added: Proceeds from the sales of energy from Indiana Electric’s generation facilities that exceed the requirements of retail customers are provided to retail electric customers.
The generation facilities owned and operated by Indiana Electric are subject to various environmental regulations enforced by the EPA and the IDEM.
−Removed: Operations of Indiana Electric’s generation facilities are subject to regulation by the EPA and the IDEM as it pertains to the discharge of constituents from the generation facilities.
+Added: Operations of Indiana Electric’s generation facilities are subject to regulation by the EPA and the IDEM as it pertains to water quality, waste disposal and air emissions from the generation facilities.
For further discussion, see “Our Business — Environmental Matters” below.
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State and Local Regulation – Natural Gas (CenterPoint Energy and CERC)
−Removed: In almost all communities in which CenterPoint Energy’s and CERC’s Natural Gas provides natural gas distribution services, they operate under franchises, certificates or licenses obtained from state and local authorities.
+Added: In almost all communities in which CenterPoint Energy’s and CERC’s natural gas distribution businesses provide natural gas distribution services, they operate under franchises, certificates or licenses obtained from state and local authorities.
The original terms of the franchises, with various expiration dates, typically range from 10 to 30 years.
−Removed: CenterPoint Energy’s and CERC’s Natural Gas expects to be able to renew expiring franchises.
+Added: CenterPoint Energy’s and CERC’s natural gas distribution businesses expect to be able to renew expiring franchises.
In most cases, franchises to provide natural gas utility services are not exclusive.
−Removed: Substantially all of CenterPoint Energy’s and CERC’s Natural Gas is subject to cost-of-service rate regulation by the relevant state public utility commissions and, in Texas, by those municipalities that have retained original jurisdiction.
−Removed: In certain of the jurisdictions in which they operate, CenterPoint Energy’s and CERC’s Natural Gas have annual rate adjustment mechanisms that provide for changes in rates dependent upon certain changes in invested capital, earned returns on equity or actual margins realized.
−Removed: For a discussion of certain of CenterPoint Energy’s and CERC’s Natural Gas’ ongoing regulatory proceedings, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources — Regulatory Matters” in Item 7 of Part II of this report, which discussion is incorporated herein by reference.
+Added: Substantially all of CenterPoint Energy’s and CERC’s natural gas distribution businesses are subject to cost-of-service rate regulation by the relevant state public utility commissions and, in Texas, by those municipalities that have retained original jurisdiction.
+Added: In certain of the jurisdictions in which they operate, CenterPoint Energy’s and CERC’s natural gas distribution businesses have annual rate adjustment mechanisms that provide for changes in rates dependent upon certain changes in invested capital or actual margins realized.
+Added: For a discussion of certain of CenterPoint Energy’s and CERC’s natural gas distribution businesses’ ongoing regulatory proceedings, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources — Regulatory Matters” in Item 7 of Part II of this report, which discussion is incorporated herein by reference.
Department of Transportation (CenterPoint Energy and CERC)
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The HLPSA delegated to PHMSA through DOT the authority to develop, prescribe and enforce federal safety standards for the transportation of hazardous liquids by pipeline.
−Removed: Every four years PHMSA is up for reauthorization by Congress and with that reauthorization comes changes to the legislative requirements that Congress sets forth for the oversight of natural gas and hazardous liquid pipelines.
+Added: Every four years PHMSA is up for reauthorization by the U.S.
+Added: Congress and with that reauthorization comes changes to the legislative requirements that the U.S.
+Added: Congress sets forth for the oversight of natural gas and hazardous liquid pipelines.
In 2020, the PIPES Act was enacted.
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In January 2021, PHMSA published a final rule amending the federal Pipeline Safety Regulations to ease regulatory burdens on the construction, operation, and maintenance of gas transmission, distribution, and gathering systems.
−Removed: CenterPoint Energy and CERC anticipate that compliance with PHMSA’s regulations, performance of the remediation activities by CenterPoint Energy’s and CERC’s Natural Gas and intrastate pipelines, and verification of records on maximum allowable operating pressure will continue to require increases in both capital expenditures and operating costs.
+Added: CenterPoint Energy and CERC anticipate that compliance with PHMSA’s regulations, performance of the remediation activities by CenterPoint Energy’s and CERC’s natural gas distribution businesses and intrastate pipelines, and verification of records on maximum allowable operating pressure will continue to require increases in both capital expenditures and operating costs.
The level of expenditures will depend upon several factors, including age, location and operating pressures of the facilities.
In particular, the cost of compliance with the DOT’s integrity management rules will depend on integrity testing and the repairs found to be necessary by such testing.
−Removed: Changes to the amount of pipe subject to integrity management, whether by expansion of the definition of the type of areas subject to integrity management procedures or of the applicability of such procedures outside of those defined areas, may also affect the costs incurred.
+Added: Changes to the amount of pipe subject to integrity management, whether by expansion of the definition of the type of areas subject to integrity management procedures or of the applicability of such
+Added: procedures outside of those defined areas, may also affect the costs incurred.
Implementation by PHMSA of the PIPES Act, in particular the final rule implementing Section 113, acts reauthorizing PHMSA or other future acts may result in other regulations or the reinterpretation of existing regulations that could impact compliance costs.
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Moreover, it is not uncommon for neighboring landowners and other third parties to file claims for personal injury and/or property damage allegedly caused by the release of hazardous substances or other waste products into the environment.
−Removed: Increasingly, environmental regulation has resulted in more restrictions and limitations on activities that may impact the environment.
+Added: Our obligations associated with these requirements change as administrations change and as legislatures and regulators pass new laws and regulations and amend existing ones.
+Added: Therefore, it is difficult to project future costs of compliance and their impact on competition.
There can be no assurance as to the amount or timing of future expenditures for environmental compliance or remediation and monitoring, and actual future expenditures may be different from the amounts currently anticipated.
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The Registrants cannot provide assurances that future events, such as changes in existing laws, the promulgation of new laws, or the development or discovery of new facts or conditions will not cause them to incur significant costs.
−Removed: The following is a discussion of material current environmental and safety issues, laws and regulations that relate to the Registrants’ operations.
+Added: The following is a discussion of material current environmental issues, laws and regulations that relate to the Registrants’ operations.
The Registrants believe that they are in substantial compliance with these environmental laws and regulations.
−Removed: Greenhouse Gas and Climate Change-Related Regulation and Compliance (CenterPoint Energy)
−Removed: There is increasing attention being paid in the United States and worldwide to the issue of climate change.
−Removed: As a result, from time to time, regulatory agencies have considered the modification of existing laws or regulations or the adoption of new laws or regulations addressing the emissions of GHG on the state, federal, or international level.
+Added: GHG Emissions and Climate Change-Related Regulation and Compliance (CenterPoint Energy)
+Added: The issue of climate change has received focus at the state, federal and international level.
+Added: As a result, from time to time, regulatory agencies have considered the modification of existing laws or regulations or the adoption of new laws or regulations addressing the emissions of GHG and other climate change-related matters on the state, federal or international level.
+Added: January 20, 2025, President Trump signed an executive order to withdraw the United States from the Paris Agreement (which took effect on January 27, 2026), marking a significant shift in U.S.
+Added: climate policy;
+Added: on January 7, 2026, it was announced that the United States will withdraw from the United Nations Framework Convention on Climate Change, a treaty that underpins international efforts on global climate;
+Added: and on February 12, 2026, the EPA announced the finalization of a rule repealing the Endangerment Finding (defined below) as it relates to new motor vehicles.
+Added: Accordingly, our obligations associated with GHG emissions and climate change-related matters change as administrations change and as legislatures and regulators pass new laws and regulations and amend existing ones.
The EPA released its initial GHG regulation for fossil fuel-fired electric generating units in 2015.
−Removed: Since then, various iterations of GHG regulations have been promulgated, withdrawn and litigated, and the current rule applicable to fossil fuel-fired electric generating units was finalized in April 2024.
In April 2024, the EPA finalized the current New Source Performance Standards for Greenhouse Gas Emissions from New, Modified, Reconstructed Fossil Fuel-Fired Units;
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Supreme Court declined to stay the implementation of the rule while the rule is on judicial review.
−Removed: On February 19, 2021, the United States formally rejoined the Paris Agreement, which drove a renewed regulatory push to require further GHG emission reductions from the energy sector, and led negotiations at the global climate conference in Glasgow, Scotland.
−Removed: On April 22, 2021, the United States announced goals of 50% reduction of economy-wide GHG emissions, and 100% carbon-free electricity by 2035 from a 2021 baseline, which formed the basis of the U.S.
−Removed: commitments announced in Glasgow.
−Removed: Nevertheless, on January 20, 2025, President Trump signed an executive order to withdraw the United States from the Paris Agreement, marking a significant shift in U.S.
−Removed: climate policy.
−Removed: Pursuant to the terms of the Paris Agreement, the withdrawal will take effect on January 27, 2026.
−Removed: Additionally, in January 2025, President Trump signed a series of executive orders that, among other things, (i) call upon the EPA to submit a report on the continuing applicability of its endangerment finding for GHGs under the Clean Air Act and issue guidance on the “social cost of carbon” to consider whether such metric should be eliminated, (ii) direct federal executive departments and agencies to initiate a regulatory freeze for certain rules that have not taken effect, pending review by the newly appointed agency head, (iii) temporarily halt certain federal government agencies from issuing approvals, permits and loans for onshore wind projects pending the completion of certain assessments and reviews and (iv) pause the disbursement of funds appropriated through the IRA and the Infrastructure Investments and Jobs Act.
−Removed: In September 2021, CenterPoint Energy announced its net zero emissions goals for both Scope 1 emissions and certain Scope 2 emissions by 2035 as well as a goal to reduce certain Scope 3 emissions by 20% to 30% by 2035 from a 2021 baseline.
+Added: However, on June 17, 2025, the EPA proposed a rule to repeal GHG emission standards for fossil fuel-fired electric generating units, or in the alternative, to repeal a narrower set of requirements, including the emission guidelines for existing fossil fuel-fired steam electric generating units, the carbon capture and sequestration/storage (CCS)-based standards for coal-fired steam generating units undertaking a large modification and the CCS-based standards for new base load stationary combustion turbines.
+Added: Additionally, the IRA established the Methane Emissions Reduction Program, which imposes a charge on methane emissions from certain natural gas transmission facilities, the rules for which were finalized on November 18, 2024.
+Added: However, on March 14, 2025, President Trump signed a Congressional Review Act resolution disapproving the EPA’s final rule, thereby prohibiting the rule from taking effect, and the OBBBA postponed the imposition of the methane emissions charge to 2034.
+Added: On September 16, 2025, the EPA proposed a rule to end the Greenhouse Gas Reporting Program (“GHGRP”) for all sectors except petroleum and natural gas systems (excluding reporting for natural gas distribution, which would also be eliminated under the proposed rule).
+Added: Reporting for petroleum and natural gas systems under the GHGRP would be deferred until 2034 under the proposal.
+Added: On February 12, 2026, the EPA announced the repeal of the 2009 “Endangerment Finding” under the Clean Air Act, which found that GHG emissions endanger the public health and welfare of current and future generations and that emissions of GHGs from motor vehicles contribute to GHG pollution.
+Added: The repeal calls into question the EPA’s authority to regulate GHG emissions, as well as the EPA’s prior scientific assessment of climate change risks.
+Added: Litigation regarding the repeal is anticipated and it is unclear how the repeal will impact the EPA’s regulation of GHG emissions going forward.
+Added: On March 6, 2024, the SEC adopted final rules to require disclosure of certain climate-related information in registration statements and annual reports.
+Added: Litigation challenging the rule was filed by multiple parties in multiple jurisdictions, which have been consolidated and assigned to the U.S.
+Added: Court of Appeals for the Eighth Circuit.
+Added: On September 12, 2025, the U.S.
+Added: Court of Appeals issued an order to hold the petitions challenging the climate disclosure rules in abeyance pending further action by the SEC.
+Added: CenterPoint Energy has adopted energy transition goals.
Because Texas is an unregulated market, CenterPoint Energy’s Scope 2 emissions estimates do not take into account Texas electric transmission and distribution assets in the line loss calculation and, in addition, exclude emissions related to purchased power in Indiana between 2024 and 2026 as estimated.
−Removed: CenterPoint Energy’s Scope 3 emissions estimates are based on the total
−Removed: natural gas supply delivered to residential and commercial customers as reported in the U.S.
+Added: CenterPoint Energy’s Scope 3 emissions estimates are based on the total natural gas supply delivered to residential and commercial customers as reported in the U.S.
Energy Information Administration (EIA) Form EIA-176 reports and do not take into account the emissions of transport customers and emissions related to upstream extraction.
−Removed: These emission goals are expected to be used to position CenterPoint Energy to comply with anticipated future regulatory requirements from any future administrations to further reduce GHG emissions.
−Removed: For more information regarding CenterPoint Energy’s net zero and GHG emissions reduction goals and their related risks, see “Risk Factors — Risk Factors Affecting Regulatory, Environmental and Legal Risks — CenterPoint Energy is subject to operational and financial risks ...” CenterPoint Energy’s and CERC’s revenues, operating costs and capital requirements could be adversely affected as a result of any regulatory action that would require installation of new control technologies or a modification of their operations or would have the effect of reducing the consumption of natural gas.
−Removed: The IRA established the Methane Emissions Reduction Program, which imposes a charge on methane emissions from certain natural gas transmission facilities, the rules for which were finalized on November 18, 2024, and the EPA published final, new regulations targeting reductions in methane emissions on March 8, 2024, which may increase costs related to production, transmission and storage of natural gas.
−Removed: CenterPoint Energy’s net zero emissions goals are aligned with Indiana Electric’s generation transition plan and are expected to position Indiana Electric to comply with anticipated future regulatory requirements related to GHG emissions reductions.
+Added: These energy transition goals are expected to be used to position CenterPoint Energy to comply with regulatory requirements from any future administrations to further reduce GHG emissions.
+Added: For more information regarding CenterPoint Energy’s energy transition goals and their related risks, see “Risk Factors — Risk Factors Affecting Regulatory, Environmental and Legal Risks — CenterPoint Energy is subject to operational and financial risks ...” CenterPoint Energy’s energy transition goals are aligned with Indiana Electric’s generation transition plan and are expected to position Indiana Electric to comply with future regulatory requirements related to GHG emissions reductions.
Houston Electric, in contrast to some electric utilities including Indiana Electric, does not generate electricity, other than through TEEEF, and thus is not directly exposed to the risk of high capital costs and regulatory uncertainties that face electric utilities that burn fossil fuels to generate electricity.
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Likewise, incentives to conserve energy or to use energy sources other than natural gas could result in a decrease in demand for the Registrants’ services.
−Removed: For example, Minnesota has enacted the Natural Gas Innovation Act that seeks to provide customers with access to renewable energy resources and innovative technologies, with the goal of reducing GHG emissions.
−Removed: Further, certain local government bodies have introduced or are considering requirements and/or incentives to reduce energy consumption by certain specified dates.
−Removed: For example, Minneapolis has adopted carbon emission reduction goals in an effort to decrease reliance on natural gas.
−Removed: Additionally, cities in Minnesota within CenterPoint Energy’s Natural Gas operational footprint are considering initiatives to eliminate natural gas use in buildings and focus on electrification.
−Removed: Also, Minnesota cities may consider seeking legislative authority for the ability to enact voluntary enhanced energy standards for all development projects.
−Removed: These initiatives could have a significant impact on CenterPoint Energy and its operations, and this impact could increase if other cities and jurisdictions in its service area enact similar initiatives.
Further, our third-party suppliers, vendors and partners may also be impacted by climate change laws and regulations, which could impact CenterPoint Energy’s business by, among other things, causing permitting and construction delays, project cancellations or increased project costs passed on to CenterPoint Energy.
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At this time, however, we cannot quantify the magnitude of the impacts from possible new regulatory actions related to GHG emissions, either positive or negative, on the Registrants’ businesses.
−Removed: On March 6, 2024, the SEC adopted final rules that require the Registrants to disclose certain climate-related information in registration statements and annual reports.
−Removed: Litigation challenging the new rule was filed by multiple parties in multiple jurisdictions, which have been consolidated and assigned to the U.S.
−Removed: Court of Appeals for the Eighth Circuit.
−Removed: On April 4, 2024, the SEC announced that it is voluntarily delaying the implementation of the climate disclosure regulations while the U.S.
−Removed: Court of Appeals considers the litigation.
−Removed: While a majority of the reporting requirements would have been applicable to the Registrants in the fiscal year beginning in 2025, with the addition of assurance reporting for GHG inventories starting in 2029 for large accelerated filers, as of April 12, 2024, the effective date of the final rules has been delayed indefinitely and the SEC has indicated that it will publish a document in the Federal Register at the conclusion of the stay addressing a new effective date for the final rules.
−Removed: On February 11, 2025, the SEC notified the U.S.
−Removed: Court of Appeals of a statement issued by the SEC’s Acting Chairman regarding, among other things, the fact that the majority of current SEC Commissioners had previously voted against adopting the rules, and requested that the U.S.
−Removed: Court of Appeals not schedule the case for argument to provide time for the SEC to deliberate and determine the appropriate next steps in the cases.
−Removed: The Registrants continue to evaluate the impact of the final rules on their respective consolidated financial statements and related disclosures.
Compliance costs and other effects associated with climate change, reductions in GHG emissions and obtaining renewable energy sources remain uncertain.
+Added: Significant changes in policy due to administration change can create regulatory uncertainty.
+Added: For example, the repeal of the Endangerment Finding could lead to a patchwork of conflicting state superfund laws and state regulation relating to climate change and GHG emissions.
Although the amount of compliance costs remains uncertain, any new regulation or legislation relating to climate change will likely result in an increase in compliance costs.
+Added: For example, CenterPoint Energy’s and CERC’s revenues, operating costs and capital requirements could be adversely affected as a result of any regulatory action that would require installation of new control technologies or a modification of their operations or would have the effect of reducing the consumption of natural gas.
While the requirements of a federal or state rule remain uncertain, CenterPoint Energy will continue to monitor regulatory activity regarding GHG emission standards that may affect its business.
Currently, CenterPoint Energy does not purchase carbon credits.
−Removed: In connection with its net zero and GHG emissions goals, CenterPoint Energy expects to purchase carbon credits in the future;
+Added: In connection with its energy transition goals, CenterPoint Energy expects to purchase carbon credits in the future;
however, CenterPoint Energy does not currently expect the number of credits, or cost for those credits, to be material.
−Removed: For further information on climate change trends and uncertainties, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources — Regulatory Matters — Climate Change Trends and Uncertainties” in Item 7 of Part II of this report.
Air Emissions
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Waters of the United States
−Removed: In April 2020 the EPA proposed a new set of rules that sought to clarify the Clean Water Act’s jurisdiction over “waters of the United States,” but that set of rules was later vacated by decisions in the U.S.
−Removed: federal district courts in New Mexico and Arizona.
−Removed: On December 30, 2022, the EPA and the U.S.
−Removed: Army Corps of Engineers announced the final “Revised Definition of ‘waters of the United States”’ rule, which was published on January 18, 2023 and became effective on March 20, 2023.
−Removed: However, on May 25, 2023, the U.S.
+Added: On May 25, 2023, the U.S.
Supreme Court issued a decision limiting the scope of federal jurisdiction over wetlands in the case of Sackett v.
−Removed: Environmental Protection Agency , and on August 29, 2023, the EPA issued a final rule that seeks to conform with the U.S.
+Added: Environmental Protection Agency , and on August 29, 2023, the EPA issued a final rule that sought to conform with the U.S.
Supreme Court decision.
As a result of ongoing rulemaking litigation, the Registrants’ operations in all states with the exception of Minnesota fall under the pre-2015 regulatory regime consistent with the Supreme Court decision in Sackett , while operations in Minnesota fall under the 2023 rule, as amended.
−Removed: CenterPoint Energy is unable to predict the outcome of current or future litigation or regulatory proceedings, but does not expect a material impact on its operations relating to these rules.
+Added: However, on November 17, 2025, the EPA announced a proposed rule that seeks to further clarify the definition of “Waters of the United States.” CenterPoint Energy is unable to predict the outcome of current or future litigation or regulatory proceedings, but does not expect a material impact on its operations relating to these rules.
CenterPoint Energy will continue to monitor regulatory and legal developments relating to the Clean Water Act that may affect its business.
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Culley Generating Station, which was completed in compliance with the requirements of ELG .
−Removed: On April 25, 2024, the EPA released its final Supplemental ELG and Standards for the Steam Electric Generating Point Source Category.
−Removed: The Registrants currently anticipate that they will be in compliance with the Supplemental ELG Guidelines at the Culley facility due to previous wastewater treatment upgrades.
+Added: On April 25, 2024, the EPA released its final Supplemental ELG and Standards for the Steam Electric Generating Point Source Category, and on December 31, 2025, the EPA published its final rule further extending the applicable compliance deadlines.
+Added: The Registrants currently anticipate that they will be in compliance with the Supplemental ELG Guidelines and any extensions thereto at the Culley facility due to previous wastewater treatment upgrades.
Cooling Water Intake Structures
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In May 2014, the EPA finalized a regulation requiring installation of “best technology available” to mitigate impingement and entrainment of aquatic species in cooling water intake structures.
−Removed: Indiana Electric is currently completing the required ecological studies and anticipates timely compliance at its F.B.
−Removed: Culley facility in 2025.
+Added: Indiana Electric has completed the required ecological studies and anticipates timely compliance at its F.B.
+Added: Culley facility in accordance with deadlines to be established by IDEM.
Hazardous Waste
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The transportation of natural gas in pipelines may also generate some hazardous wastes that would be subject to RCRA or comparable state law requirements.
−Removed: Indiana Electric has three ash ponds, two at the F.B.
+Added: In 2015, the EPA finalized the CCR Rule.
+Added: Indiana Electric historically operated three ash ponds, two at the F.B.
Culley facility (Culley East and Culley West) and one at the A.B.
Brown facility;
−Removed: In 2015, the EPA finalized its CCR Rule, which regulates coal ash as non-hazardous material under the RCRA.
−Removed: The final rule allows beneficial reuse of ash, and the majority of the ash generated by Indiana Electric’s remaining generating units will continue to be beneficially reused.
−Removed: Indiana Electric is required to perform integrity assessments, including ground water monitoring, at its F.B.
−Removed: Culley and A.B.
−Removed: Brown generating stations.
−Removed: 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.
−Removed: Groundwater monitoring indicates potential groundwater impacts adjacent to Indiana Electric’s ash impoundments, and further analysis is ongoing.
−Removed: The CCR Rule required companies to complete location restriction determinations by October 18, 2018.
−Removed: Indiana Electric completed its evaluation and determined that one F.B.
−Removed: Culley pond (Culley East) and the A.B.
−Removed: Brown pond failed the aquifer placement location restriction.
−Removed: 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.
−Removed: Indiana Electric filed timely requests for extensions available under the CCR Rule that would allow Indiana Electric to continue to use the ponds through October 15, 2023.
−Removed: On January 22, 2021, Indiana Electric received letters from the EPA for both the F.B.
−Removed: Culley and A.B.
−Removed: Brown facilities that determined Indiana Electric’s extension submittals complete and extended the compliance deadline of April 11, 2021 until the EPA issues a final decision on the extension requests.
−Removed: On October 5, 2022, SIGECO received a proposed conditional approval of its extension request for the A.B.
−Removed: Brown facility.
+Added: these ash ponds are no longer in operation.
Both the Culley East and A.B.
−Removed: 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.
−Removed: The Culley West pond was closed under CCR provisions applicable to inactive ponds, and closure activities were completed in December 2020.
−Removed: For further discussion about Indiana Electric’s ash ponds, see Note 14(d) to the consolidated financial statements.
+Added: Brown facility have been taken out of service and closure activities continue.
+Added: The Culley West pond closure activities were completed in December 2020.
+Added: For further discussion about Indiana Electric’s ash ponds, see Note 14(c) to the consolidated financial statements.
On April 25, 2024, the EPA released its final Hazardous and Solid Waste Management System;
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The Registrants have completed their preliminary review of potential sites that will require further investigation under the CCR Legacy Rule and identified certain sites in Indiana for further evaluation.
−Removed: For further discussion about Indiana Electric’s sites identified pursuant to the CCR Legacy Rule, see Note 14(d) to the consolidated financial statements.
+Added: For further discussion about Indiana Electric’s sites identified pursuant to the CCR Legacy Rule, see Note 14(c) to the consolidated financial statements.
Liability for Remediation
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Liability for Preexisting Conditions
−Removed: For information about preexisting environmental matters, see Note 14(d) to the consolidated financial statements.
+Added: For information about preexisting environmental matters, see Note 14(c) to the consolidated financial statements.
HUMAN CAPITAL
−Removed: CenterPoint Energy believes its employees are critical to safely delivering electricity and natural gas across its service territories and seeks to create an open and safe work environment.
+Added: CenterPoint Energy believes its employees are its greatest asset, and their unique skills, knowledge, experience and backgrounds are critical to safely and reliably delivering electricity and natural gas to CenterPoint Energy’s customers across its service territories.
CenterPoint Energy’s core values—safety, integrity, accountability, initiative and respect—guide how it makes decisions and provide the foundation for a strong culture of ethics where employees are responsible for upholding these values and following CenterPoint Energy’s Ethics and Compliance Code.
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Total 8,794 3,153 2,984 3,712 1,705 1,613
−Removed: (1) Employees in the Corporate and Other segment provide services to the Electric and Natural Gas segments and the costs of these services have been charged directly to the Electric and Natural Gas segments using assignment methods that management believes are reasonable.
+Added: (1) Employees in the Corporate and Other reportable segment provide services to the Electric and Natural Gas reportable segments and the costs of these services have been charged directly to the Electric and Natural Gas reportable segments using assignment methods that management believes are reasonable.
For further information, see Note 18 to the consolidated financial statements.
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CenterPoint Energy endeavors to attract quality candidates through its recruitment and selection processes.
−Removed: CenterPoint Energy recruits qualified employees regardless of race, gender, color, sexual orientation, age, religion, national origin, or physical or mental disability.
−Removed: The talent acquisition team actively promotes CenterPoint Energy on college campuses to create awareness of our offerings to engineering, finance and technical occupations, and maintains relationships with student organizations at many institutions throughout our footprint.
−Removed: CenterPoint Energy takes a strategic approach to attracting, retaining, and developing its workforce.
−Removed: CenterPoint Energy’s strategy combines succession planning along with internal talent development as essential elements of overall workforce development.
−Removed: To support its commitment to delivering electricity and natural gas safely and reliably, CenterPoint Energy focuses on the continuous development of its greatest assets, its employees, to build a sustainable leadership pipeline.
−Removed: To meet the business's future needs, CenterPoint Energy’s goal is to create great leaders capable of developing their employees, while supporting the business goals and maintaining a high-performing workforce.
+Added: CenterPoint Energy seeks to recruit qualified employees regardless of race, gender, color, sexual orientation, age, religion, national origin, or physical or mental disability.
+Added: The CenterPoint Energy talent acquisition team engages with college campuses to create awareness of opportunities in engineering, finance and technical occupations, and maintains relationships with student organizations across CenterPoint Energy’s service territories.
+Added: CenterPoint Energy also maintains internship and apprenticeship programs that are designed to provide real-world experience, training and mentoring to interns and apprentices.
+Added: Additionally, CenterPoint Energy works with other energy utility companies, associations, unions, educators and business partners to support workforce readiness and long-term talent development in the energy industry.
+Added: CenterPoint Energy’s strategy to attract, retain and develop its employees combines talent discussions and succession planning as essential elements of workforce planning and development.
+Added: To support its commitment to delivering electricity and natural gas safely and reliably, CenterPoint Energy focuses on the continued development of its greatest assets, its employees, to build a sustainable leadership pipeline.
+Added: To meet the business’ future needs, CenterPoint Energy’s goal is to create great leaders capable of developing their employees, while supporting the business’ goals and maintaining a high-performing workforce through employee engagement and workplace culture.
CenterPoint Energy has a number of tools for leadership and employee development that expand opportunities available to employees.
−Removed: CenterPoint Energy conducts regular talent discussions, including succession planning with all levels of leadership to provide business continuity and identify its future leaders and opportunities.
−Removed: CenterPoint Energy invests in employee development throughout the year to align performance to business needs, drive development planning and contribute to career progression.
−Removed: CenterPoint Energy’s processes and progress are reviewed regularly for continuous improvement.
−Removed: CenterPoint Energy is dedicated to advancing an ethical and high performance work environment where business results are achieved through the experience, skills, abilities and talents of the whole workforce.
−Removed: CenterPoint Energy aims to create a workplace where every employee is engaged, aligned with our values, strategy, goals and priorities, and understands how each person contributes to the Company’s long-term performance.
−Removed: In 2024, CenterPoint Energy’s senior leadership team held quarterly town hall meetings with employees to share key Company updates, with employees across the Company participating in person or via video conference.
+Added: For example, CenterPoint Energy maintains a corporate university that offers a variety of content and resources to employees, including instructor-led and on-demand learning, to help meet employees’ needs for professional, leadership and business unit-specific development.
+Added: Additionally, CenterPoint Energy conducts regular talent discussions, including succession planning with various levels of leadership, to provide business continuity and identify its future leaders and opportunities.
+Added: CenterPoint Energy invests in employee development throughout the year to align individual performance to business needs, drive development planning and support career progression.
+Added: CenterPoint Energy’s progress is reviewed regularly for continued improvement.
+Added: CenterPoint Energy is dedicated to advancing an open and high-performing work environment where business results are achieved through the experience, skills, abilities and talents of the whole workforce.
+Added: CenterPoint Energy aims to create a workplace where every employee is engaged, aligned with our values, strategy, goals and priorities, and understands how each person contributes to CenterPoint Energy’s long-term performance.
+Added: In 2025, CenterPoint Energy’s senior leadership team conducted an employee engagement survey and held quarterly town hall meetings with employees to share key company updates, with employees across CenterPoint Energy participating in person or via video conference.
Compensation and Benefits.
2 unchanged sentences
CenterPoint Energy expects that this will enable it to attract, motivate and retain employees with the skills and competencies necessary to achieve its business strategy.
−Removed: In addition to
−Removed: competitive compensation, CenterPoint Energy provides its employees with a comprehensive benefits package designed to help employees stay healthy, care for their families, plan for the future and enjoy peace of mind.
+Added: In addition to competitive compensation, CenterPoint Energy provides its employees with a comprehensive benefits package designed to help employees stay healthy, care for their families, plan for the future and enjoy peace of mind.
The benefits package includes medical, dental, vision, life, disability and accidental insurance coverage;
5 unchanged sentences
Name Age Title
−Removed: Wells 47 President and Chief Executive Officer
+Added: Wells 48 Chair of the Board, President and Chief Executive Officer
Christopher A.
2 unchanged sentences
Ryan 50 Executive Vice President, Regulatory Services and Government Affairs
−Removed: 48 Senior Vice President, Electric Business
−Removed: 47 Senior Vice President, Natural Gas Business
−Removed: Wells has served as President and Chief Executive Officer of CenterPoint Energy and a member of the Board of Directors of CenterPoint Energy since January 5, 2024.
+Added: Jesus Soto, Jr.
+Added: 58 Executive Vice President and Chief Operating Officer
+Added: Wells has served as Chair of the Board since October 8, 2025, and as President and Chief Executive Officer of CenterPoint Energy and a member of the Board since January 5, 2024.
Previously he served as President and Chief Operating Officer of CenterPoint Energy from May 2023 to January 2024;
7 unchanged sentences
Wells earned his bachelor’s degree and master’s degree in accounting, both from the University of Florida.
−Removed: He is a certified public accountant.
−Removed: Wells serves on the Executive Committee and Board for the Greater Houston Partnership, the Advisory Board of the Kinder Institute for Urban Research at Rice University, and the Boards of Central Houston, Inc.
−Removed: Anderson Cancer Center.
+Added: He is a certified public accountant (inactive).
+Added: Wells serves on the Executive Committee and Board for the Greater Houston Partnership, the Advisory Board of the Kinder Institute for Urban Research at Rice University, and the Boards of Central Houston, Inc., M.D.
+Added: Anderson Cancer Center, Performing Arts Houston and the United Way of Greater Houston.
Christopher A.
13 unchanged sentences
She was also appointed as Chair of the Houston Bar Foundation in 2021 and served until December 2024.
−Removed: She currently serves as a member of the Board of Directors of the Houston Zoo.
+Added: She currently serves as a member of the Board of Directors of Nextpower Inc.
+Added: and the Houston Zoo.
Ryan has served as Executive Vice President, Regulatory Services and Government Affairs of CenterPoint Energy since January 2022.
He previously served as Senior Vice President, Regulatory Services and Government Affairs from July 2020 to January 2022;
−Removed: as Senior Vice President and General Counsel from April 2019 to July 2020; as Senior Vice
−Removed: President, Regulatory and Government Affairs from February 2019 to April 2019; as Vice President of Regulatory and Government Affairs and Associate General Counsel from March 2017 to February 2019; and as Vice President and Associate General Counsel from September 2014 to March 2017.
−Removed: He was appointed to the Texas Diabetes Council by Texas Governor Perry in 2013 for a term ending in 2019; he was reappointed by Texas Governor Abbott in 2019 for a term ending in 2025.
+Added: as Senior Vice President and General Counsel from April 2019 to July 2020; as Senior Vice President, Regulatory and Government Affairs from February 2019 to April 2019; as Vice President of Regulatory and Government Affairs and Associate General Counsel from March 2017 to February 2019; and as Vice President and Associate General Counsel from September 2014 to March 2017.
+Added: He was appointed to the Texas Diabetes Council by Texas Governor Perry in 2013 for a term ending in 2019, and he has since been reappointed by Texas Governor Abbott twice (most recently in 2025 for a term ending in 2031).
Ryan earned his bachelor’s degree from the Texas McCombs School of Business and juris doctorate from the University of Texas School of Law.
−Removed: Ryan currently serves on the boards of the Lone Star Flight Museum and the Association of Electric Companies of Texas and on the advisory board of the Strategic AI Program at Houston Christian University.
+Added: Ryan currently serves on the boards of the Lone Star Flight Museum and the Association of Electric Companies of Texas.
He also serves on the executive committee of the legal committee of the American Gas Association.
−Removed: Carroll has served as Senior Vice President, Electric Business of CenterPoint Energy since July 2024.
−Removed: He previously served as Senior Vice President, Natural Gas Business from January 2023 to July 2024;
−Removed: as Senior Vice President, Operations Support from January 2022 to January 2023;
−Removed: and as Vice President, Operations Support from February 2019 to January 2022.
−Removed: Prior to Vectren’s acquisition by CenterPoint Energy, Mr.
−Removed: Carroll served as Director, Operations from February 2014 to February 2019 of Vectren.
−Removed: He earned his bachelor’s degree from the University of Southern Indiana.
−Removed: Carroll currently serves on the Executive Committee and Board of Directors of the Junior Achievement of Southeast Texas and as a member of the Research Advisory Committee of the Electric Power Research Institute.
−Removed: He has also previously been on the Board of Directors of the American Gas Association, the Southern Gas Association, and the Guardianship Services of Southwestern Indiana, as well as a trustee of the American Gas Foundation.
−Removed: Carroll has also served as a member of the Indiana Energy Association Gas Operations Committee, Midwest Energy Association Electric Operations Steering Committee, and American Gas Association Field Operations Committee.
−Removed: He earned a bachelor’s degree from the University of Southern Indiana in Evansville, Indiana.
−Removed: Leger has served as Senior Vice President, Natural Gas Business of CenterPoint Energy since January 2025.
−Removed: Leger previously served in various positions of increasing responsibilities at CenterPoint Energy since 2001, including as Interim Senior Vice President, Natural Gas Business from July 2024 to December 2024;
−Removed: as Senior Vice President, Indiana Electric from January 2022 to July 2024;
−Removed: as Vice President of Gas Operations, Indiana and Ohio from February 2019 to January 2022;
−Removed: as Director, District Operations for Little Rock, Arkansas from November 2015 to February 2019;
−Removed: as Director, Regulatory Affairs from August 2011 to November 2015;
−Removed: and as Manager, Sales and Conservation Improvement Program from August 2010 to August 2011.
−Removed: Leger currently serves as a board member for the American Gas Association, Southern Gas Association, United Way of Southwestern Indiana and Golf Gives Back.
−Removed: He is also a trustee of the American Gas Foundation and a former chair of the Southeast Energy Efficiency Alliance.
−Removed: In addition, Mr.
−Removed: Leger served six years in the Louisiana Army National Guard.
−Removed: He earned two bachelor’s degrees in accounting and marketing from McNeese State University.
+Added: Jesus Soto, Jr.
+Added: has served as Executive Vice President, Chief Operating Officer of CenterPoint Energy since August 2025.
+Added: Previously, he served as Executive Vice President, Utility Performance Solutions of Quanta Services, Inc., a publicly-traded energy infrastructure services company, from October 2023 to August 2025.
+Added: He previously served as the Chief Operating Officer for Mears Group, Inc., a wholly-owned subsidiary of Quanta Services, Inc., from September 2019 to September 2023, and as Senior Vice President of Gas Operations for PG&E Corporation, a publicly traded electric utility holding company serving customers in Northern and Central California through its subsidiary Pacific Gas and Electric Company, from May 2012 to July 2019.
+Added: Prior to joining PG&E Corporation, he served as Vice President of Operations Services and Vice President of Engineering and Construction for the Pipeline Group of El Paso Corporation, a former publicly traded natural gas and related energy products provider.
+Added: Soto earned his bachelor's degree from the University of Texas at El Paso, his master's degree in civil engineering from Texas A&M University, and his master's degree in business administration from the University of Phoenix.
+Added: Soto serves on the Board of Directors of GTI Energy, an energy technology development and training company, and as Chair of the Industry Pipeline Safety Management Systems Team of the American Petroleum Institute.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.