Tax withholding reduces ChargePoint (CHPT) CEO’s reported holdings to 464,377 shares

Rhea-AI Filing Summary

ChargePoint Holdings, Inc. President and CEO Richard Wilmer reported a Form 4 showing a tax-related share withholding, not an open-market sale. On this date, 8,151 shares of common stock were withheld by the company at $5.40 per share to cover income tax obligations tied to previously vested restricted stock units. Following this withholding, Wilmer directly owned 464,377 shares, which the filing notes includes 500 shares acquired under the company’s employee stock purchase plan.

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

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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^*

Wilmer Richard

(Last) (First) (Middle)

240 EAST HACIENDA AVENUE

(Street)

CAMPBELL CALIFORNIA 95008

(City) (State) (Zip)

UNITED STATES

(Country)

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
X	Officer (give title below)		Other (specify below)
	President and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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	03/20/2026		F(1)		8,151	D	$5.4	464,377(2)	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. This transaction is not a sale of shares by the Reporting Person. Instead, this represents shares that have been withheld by the issuer to satisfy its income tax and withholding and remittance obligations in connection with the vesting of previously reported restricted stock units.

2. Includes 500 shares acquired under the issuer's Employee Stock Purchase Plan on March 9, 2026, in a transaction that was exempt under both Rule 16b-3(d) and Rule 16b-3(c).

Remarks:

	/s/ Natella Novruzova - Attorney-in-Fact	03/23/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did ChargePoint (CHPT) report for CEO Richard Wilmer?

ChargePoint reported that CEO Richard Wilmer had 8,151 common shares withheld to cover tax obligations from vested restricted stock units. This was recorded on a Form 4 as a tax-withholding disposition, not an open-market trade or discretionary sale of shares.

Was the ChargePoint CEO’s March 2026 Form 4 a sale of CHPT shares?

No, the filing states the transaction is not a sale by the CEO. Instead, 8,151 shares were withheld by ChargePoint to satisfy income tax and withholding obligations related to the vesting of previously reported restricted stock units.

How many ChargePoint shares were involved in the CEO’s tax withholding transaction?

The Form 4 shows 8,151 shares of ChargePoint common stock were withheld at $5.40 per share. These shares were used to meet tax and withholding requirements arising when the CEO’s restricted stock units vested, rather than being sold on the open market.

How many ChargePoint shares does CEO Richard Wilmer hold after this Form 4 transaction?

After the tax-withholding disposition, the CEO directly held 464,377 ChargePoint common shares. The filing explains that this total includes 500 shares acquired on March 9, 2026 under the company’s Employee Stock Purchase Plan in an exempt transaction.

What price was used for the ChargePoint CEO’s withheld shares on the Form 4?

The withheld shares were valued at $5.40 per share in the Form 4. This price applies to the 8,151 ChargePoint common shares the issuer retained to cover income tax and withholding obligations triggered by the vesting of restricted stock units.

Did the ChargePoint CEO acquire any additional CHPT shares mentioned in this filing?

Yes, a footnote states that the reported holdings include 500 shares acquired on March 9, 2026 under ChargePoint’s Employee Stock Purchase Plan. This ESPP purchase was exempt under Rule 16b-3(d) and Rule 16b-3(c) and is part of his direct ownership.