8-KLeadership Changes

CENTERPOINT ENERGY INC 8-K Report, Executive Changes (Feb 25, 2014)

Filed February 25, 2014For Securities:CNP

Summary

CenterPoint Energy, Inc. (CNP) announced a change in its Board of Directors composition through a Form 8-K filed on February 25, 2014. The company increased the size of its Board from eight to nine directors and appointed Phillip R. Smith to the newly created position, effective March 3, 2014. Mr. Smith's appointment is set to last until the 2014 annual shareholder meeting, where he is expected to stand for election. Mr. Smith brings significant executive experience, currently serving as President and CEO of Torch Energy Advisors, Inc., and previously as a partner at KPMG LLP. His appointment is expected to strengthen the Board's expertise, particularly with his anticipated role on the Audit Committee. The filing confirms no undisclosed arrangements or transactions involving Mr. Smith, and his compensation will follow the company's standard director remuneration plan.

Key Highlights

  • 1Board size increased from eight to nine directors.
  • 2Phillip R. Smith appointed as a new director, effective March 3, 2014.
  • 3Mr. Smith is expected to serve until the 2014 annual shareholder meeting and stand for election.
  • 4Mr. Smith's background includes being President and CEO of Torch Energy Advisors, Inc. and a former partner at KPMG LLP.
  • 5Mr. Smith is anticipated to serve on the Audit Committee.
  • 6No disclosed arrangements or understandings exist with Mr. Smith regarding his selection.
  • 7Mr. Smith's compensation will be in line with the company's standard director compensation policy.

Frequently Asked Questions

The filing indicates the Board size was increased from eight to nine directors to accommodate the appointment of a new director, Phillip R. Smith. The specific strategic reasons for the expansion were not detailed in this filing.

Phillip R. Smith is currently the President and Chief Executive Officer of Torch Energy Advisors, Inc., a role he assumed in January 2013 after serving as interim CEO since October 2012. Prior to Torch Energy Advisors, he was a partner at KPMG LLP from 2002 to September 2012.

Mr. Smith is expected to serve on the Audit Committee of the Company's Board of Directors.

Yes, Mr. Smith will be compensated for his service on the Board of Directors according to the Company's standard arrangement for non-employee directors, as detailed in its proxy statement for the 2013 annual meeting of stockholders.