8-KLeadership ChangesExhibits & Filings

CENTERPOINT ENERGY INC 8-K Report, Executive Changes (Mar 9, 2020)

Filed March 9, 2020For Securities:CNP

Summary

This 8-K filing from CenterPoint Energy Inc. (CNP) on March 9, 2020, details the separation agreement with former officer and director Scott M. Prochazka, following his previously disclosed departure. The agreement outlines the financial and other benefits Mr. Prochazka will receive in exchange for releasing the company from any claims. Key components of the separation package include a significant cash payment and the accelerated vesting of various stock awards, including dividend equivalents. Some performance-based awards will continue to vest, contingent upon achieving specific performance metrics. Additionally, Mr. Prochazka is entitled to extended COBRA coverage and continued financial planning services, reflecting the terms agreed upon for his exit.

Key Highlights

  • 1Formal separation and release agreement signed with former officer and director, Scott M. Prochazka, on March 6, 2020.
  • 2Mr. Prochazka to receive a lump sum cash payment of $7,348,584.
  • 3Full vesting of outstanding 2017, 2018, and 2019 stock awards, including dividend equivalents, with shares to be paid out in 2020, 2021, and 2022.
  • 4Continued vesting of 2018 and 2019 performance share unit awards (including dividend equivalents) for a total of 143,535 target shares payable in 2021 and 133,529 target shares payable in 2022, subject to performance metrics.
  • 5Eligibility for 18 months of COBRA coverage at active employee rates.
  • 6Continuation of financial planning services until December 31, 2020.
  • 7The agreement requires Mr. Prochazka to execute a release of claims against the company.

Frequently Asked Questions

The primary purpose of this 8-K filing is to disclose the terms of the separation and release agreement between CenterPoint Energy Inc. and its former officer and director, Scott M. Prochazka, detailing the compensation and benefits he will receive upon his departure.

Mr. Prochazka will receive a cash payment of $7,348,584 and accelerated vesting of his outstanding stock awards, including dividend equivalents. His performance share unit awards will continue to vest based on the achievement of performance metrics.

Yes, the continued vesting of the 2018 and 2019 performance share unit awards is subject to the achievement of the relevant performance metrics.

Mr. Prochazka is eligible for 18 months of COBRA continuation coverage at the rates applicable to active employees, and he will continue to receive financial planning services until the end of 2020.