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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
CARROLL MILTON 1111 LOUISIANA HOUSTON, TX 77002 |
X |
Richard B. Dauphin, Attorney in Fact | 04/26/2010 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Time-based restricted stock awarded under the Stock Plan for Outside Directors, as amended, to outside directors then in office as of May 1, 2010. Shares will vest on the first anniversary of the grant date if the reporting person is a director of the Company through such date; provided however, the shares become fully vested in the event of a change of control of issuer. |
(2) | Price is not applicable. |
(3) | Includes 1,333 of time-based restricted stock awarded in 2007 that will vest on June 1, 2010; 2,666 shares of time-based restricted stock awarded in 2008 that will vest in 1,333 share increments on May 1, 2010 and May 1, 2011; and 4,000 shares of time-based restricted stock awarded in 2009 that will vest in one-third increments on May 1, 2010, May 1, 2011 and May 1, 2012 if the reporting person is a director of Issuer through such dates; provided however, the shares become fully vested in the event of a change of control of issuer. |
(4) | Shares awarded in connection with Mr. Carroll's compensation arrangements for service as non-executive chairman of the board of CenterPoint Energy, Inc. Mr. Carroll was granted a cash award on each of June 1, 2010, June 1, 2011 and June 1, 2012, in an amount equal to the product of (i) 25,000 and (ii) the closing price per share of CenterPoint Energy, Inc.'s common stock (the "Common Stock") on the consolidated reporting system for the New York Stock Exchange on the award date, with each award contingent on his continued service as non-executive chairman of the board on the respective award date. At Mr. Carroll's option, he may elect to receive 25,000 shares of Common Stock in lieu of any such cash award. |