CenterPoint Energy said its Board of Directors amended and restated the company's bylaws effective September 25, 2025 in connection with recent changes to the Texas Business Organizations Code and pursuant to the Board's periodic corporate governance review process.

1. 01

   CenterPoint Energy said its Board of Directors amended and restated the company's bylaws effective September 25, 2025 in connection with recent changes to the Texas Business Organizations Code and pursuant to the Board's periodic corporate governance review process.

2. 02

   The company added a new section providing for a jury trial waiver for internal entity claims under the TBOC and revised the exclusive forum bylaw to provide that, if the United States District Court for the Southern District of Texas lacks jurisdiction, the Eleventh Business Court Division of the Texas Business Court located in Harris County, Texas will be the sole and exclusive forum for certain internal entity claims, unless CenterPoint Energy consents to a different forum.

3. 03

   CenterPoint Energy said it added a new section to adopt an ownership threshold requiring any shareholder or group of shareholders to hold shares of common stock sufficient to meet an ownership threshold of at least 3% of the company's outstanding shares in order to institute or maintain a derivative proceeding.

4. 04

   The company revised the director retirement age from 73 to 75 years of age and revised the definition of 'Shareholder Associated Person' to include members of a group under Rule 13d-5 of the Securities Exchange Act and participants in a proxy solicitation with respect to a shareholder's nomination or business proposal.

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