[Form 4] ChargePoint Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

ChargePoint Holdings, Inc. (CHPT) filed a Form 4 reporting an equity award to director Axel Harries on 07 July 2025.

• Transaction: Code A (acquisition) of 254,785 Restricted Stock Units (RSUs) for an effective price of $0; the units convert 1-for-1 into common shares once vested.
• Vesting terms: RSUs vest in full on the earlier of (i) one-year from grant or (ii) the next annual shareholder meeting, conditioned on continuous service.
• Ownership impact: Harries’ direct beneficial ownership increases to 427,517 common shares after the award.
• Role: Harries is listed as a Director; no officer capacity disclosed.

No derivative securities were reported. The filing represents routine board compensation rather than an open-market purchase and therefore carries limited immediate valuation impact for investors.

Positive

• Director’s ownership increases to 427,517 shares, enhancing alignment with shareholder interests.

Negative

• Slight share dilution (≈0.07% of total shares) occurs once RSUs convert, though impact is immaterial.

Insights

Securities Analyst

TL;DR Director granted 254.8k RSUs; ownership rises to 427.5k shares—routine equity compensation, neutral market impact.

The Form 4 shows a standard board RSU grant with zero cash outlay, aligning the director’s incentives with shareholders but not signaling incremental demand for shares. With ChargePoint’s ~380 million shares outstanding, the dilution from 254.8k shares is immaterial (<0.1%). Therefore, the event is largely administrative and should not influence valuation models or near-term trading dynamics.

Corporate Governance Expert

TL;DR Equity award strengthens alignment; no unusual governance flags detected.

Annual RSU grants to independent directors are common practice among mid-cap tech firms. The one-year or next-meeting vesting schedule incentivizes continued board service without introducing excessive long-tail overhang. No 10b5-1 plan was invoked, and the transaction code confirms a compensatory award rather than a discretionary market purchase. Governance risk remains unchanged.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Harries Axel

(Last) (First) (Middle)

240 EAST HACIENDA AVENUE

(Street)

CAMPBELL CA 95008

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ChargePoint Holdings, Inc. [ CHPT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/08/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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	07/08/2025		A		254,785(1)	A	$0	427,517	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 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: 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. The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one share of Common Stock for each RSU. The RSUs are subject to a service-based vesting requirement, which shall be satisfied in full on the earlier of (i) the one-year anniversary of the date of grant or (ii) the date of the next annual meeting of stockholders, subject to the Reporting Person's continuous service with the Issuer through such date.

Remarks:

	/s/ Natella Novruzova - Attorney-in-Fact	07/09/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

FAQ

How many ChargePoint (CHPT) shares did Axel Harries receive?

He was awarded 254,785 RSUs, each convertible into one common share.

What is Harries’ total CHPT ownership after the grant?

Post-transaction, he directly owns 427,517 common shares.

When do the newly granted RSUs vest?

They vest on the earlier of the one-year anniversary of 07/08/2025 or the next annual shareholder meeting.

Was this an open-market purchase of CHPT stock?

No. The filing cites Transaction Code A, indicating a compensatory award at $0 cost, not a market buy.

Does the RSU award significantly dilute ChargePoint shareholders?

Dilution is minimal; 254.8k shares represent <0.1% of the company’s outstanding stock.