FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      
1. Name and Address of Reporting Person * Wells Jason P. 2. Issuer Name and Ticker or Trading Symbol CENTERPOINT ENERGY INC [ CNP ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
EVP & CFO
(Last)         (First)         (Middle)
1111 LOUISIANA
3. Date of Earliest Transaction (MM/DD/YYYY)
9/28/2021
(Street)
HOUSTON, TX 77002
(City)       (State)       (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)
 
6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock  9/28/2021    F    8826 (1) D $24.95  98590 (2) D   

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
(1)  Shares withheld for taxes upon payment of time-based restricted stock units.
(2)  Includes 26,288 time-based restricted stock units ("RSUs") awarded under Issuer's Long-term Incentive Plan ("Plan") and vesting in September 2022. Reporting Person ("R.P.") must remain an Issuer employee through vesting dates. Also, includes 25,631 RSUs awarded under Plan and vesting in September 2023 if (a) R.P. remains an Issuer employee through vesting date, (b) in event of earlier disability or death, or (c) on pro-rata basis upon earlier retirement unless full vesting conditions satisfied. Also, includes 19,209 RSUs awarded under Plan and vesting (i) in February 2024 if R.P. remains an Issuer employee through vesting date, (ii) in event of earlier disability or death, or (iii) on pro-rata basis upon earlier retirement unless full vesting conditions satisfied; provided, vesting is conditioned on positive operating income in last full calendar year of restricted period except in case of death or disability.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Wells Jason P.
1111 LOUISIANA
HOUSTON, TX 77002


EVP & CFO

Signatures
By Vincent A. Mercaldi, Attorney-in-Fact 9/29/2021
**Signature of Reporting Person Date
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