CENTERPOINT ENERGY INC — Director's Dealing 2012

Mar 2, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CENTERPOINT ENERGY INC (CNP)
CIK: 0001130310
Period of Report: 2012-02-29

Reporting Person: MCCLANAHAN DAVID M (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-29	Common Stock	A	168879	—	Acquired	895240	Direct
2012-02-29	Common Stock	F	61419	$19.19	Disposed	833821	Direct
2012-03-02	Common Stock	M	103377	$6.4378	Acquired	937198	Direct
2012-03-02	Common Stock	S	103377	$19.3141	Disposed	833821	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-03-02	Employee Stock Option (right to buy)	$6.4378	M	103377	Disposed	2012-03-04	Common Stock (103377)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	39197	Indirect

Footnotes

F1: Award of performance shares for 2009-2011 performance cycle.

F2: Price is not applicable.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.26 to $19.35, inclusive. The reporting person undertakes to provide to CenterPoint Energy, Inc., any security holder of CenterPoint Energy, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F4: Equivalent Shares held in CenterPoint Energy, Inc. Savings Plan as of 02/01/2012.

F5: Options from a 2002 grant which vested in three equal installments on March 5, 2003, 2004 and 2005.