中点能源美股招股说明书(2026-05-15版)

CenterPoint Energy, Inc. Shares of Common StockHaving an Aggregate Gross Sales Price of up to We have entered into an equity distribution agreement with Barclays Capital Inc., BMO CapitalMarkets Corp., BNP Paribas Securities Corp., BofA Securities, Inc., BTIG, LLC, Citigroup Global MarketsInc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC, MorganStanley & Co. LLC, MUFG Securities Americas Inc., RBC Capital Markets, LLC, Scotia Capital (USA)Inc., TD Securities (USA) LLC, Truist Securities, Inc. and Wells Fargo Securities, LLC, as managers (eacha “Manager” and collectively, the “Managers”), Barclays Bank PLC, Bank of Montreal, BNP Paribas, Bankof America, N.A., Nomura Global Financial Products, Inc., Citibank, N.A., Goldman Sachs& Co. LLC,JPMorgan Chase Bank, National Association, Mizuho Markets Americas LLC, Morgan Stanley & Co. LLC,MUFG Securities EMEA plc, Royal Bank of Canada, The Bank of Nova Scotia, The Toronto-DominionBank, Truist Bank and Wells Fargo Bank, National Association, or one or more of their respective affiliates,as forward purchasers (in such capacity, each a “Forward Purchaser” and collectively, the “ForwardPurchasers”), and Barclays Capital Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp., BofASecurities, Inc., Nomura Securities International, Inc. (acting through BTIG, LLC, as agent), CitigroupGlobal Markets Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC,Morgan Stanley & Co. LLC, MUFG Securities Americas Inc., RBC Capital Markets, LLC, Scotia Capital(USA) Inc., TD Securities (USA) LLC, Truist Securities, Inc. and Wells Fargo Securities, LLC, as forward In accordance with the terms of the equity distribution agreement, we may offer and sell shares of ourcommon stock from time to time through the Managers or pursuant to forward sale agreements. Sales ofshares of our common stock made under the equity distribution agreement, if any, may be made by anymethod permitted by applicable law and deemed to be an “at the market” offering as defined in Rule415under the Securities Act of 1933, as amended (the “Securities Act”), including by means of ordinarybrokers’ transactions through the facilities of the New York Stock Exchange or the NYSE Texas, or through The equity distribution agreement provides that, in addition to the issuance and sale of our commonstock by us to or through the Managers, we may also enter into one or more forward sale agreements underseparate master forward confirmations and related supplemental confirmations between us and any of theForward Purchasers. In connection with any forward sale agreement, the relevant Forward Purchaser will the number of shares of our common stock underlying the particular forward sale agreement. In connectionwith any forward sale agreement, the relevant Forward Seller will receive, in the form of a reduced initialforward sale price under the related forward sale agreement, a commission of up to 1% of the gross sales In no event will the aggregate number of shares of our common stock sold through the Managers or theForward Sellers under the equity distribution agreement and under any forward sale agreement have an The net proceeds we receive from the sales of shares of our common stock under the equity distributionagreement from the Managers will be the gross proceeds received from such sales less the commissions andless any other costs we may incur in issuing and/or selling shares of our common stock. The Managers andthe Forward Sellers are not required to sell any specific number or dollar amount of shares of our commonstock. Subject to the terms and conditions of the equity distribution agreement, each of the Managers andthe Forward Sellers will use commercially reasonable efforts to sell on our behalf any shares of our commonstock as instructed by us. We will not initially receive any proceeds from the sale of borrowed shares of ourcommon stock by the Forward Sellers. We expect to fully physically settle each particular forward saleagreement (by delivery of shares of our common stock) with the relevant Forward Purchaser on one or moredates specified by us on or prior to the maturity date of that particular forward sale agreement, in which case Our common stock is listed on the New York Stock Exchange and the NYSE Texas, in each case, underthe symbol “CNP.” The last reported sale price of our common stock on May14, 2026, as reported by the This document consists of two parts, which should be read together. The first part is this prospectussupplement, which describes the specific terms of this offering and supplements and updates informationcontained in the accompanying prospectus and the documents incorporated by reference into this prospectussupplement and the accompanying prospectus. The second part, the accompanying prospectus, providesmore general information about our common stock and other securities that may be offered from time totime using suc