ChargePoint (CHPT) CFO sells 2,311 shares in tax-related transaction

Rhea-AI Filing Summary

ChargePoint Holdings, Inc. CFO Mansi Khetani reported the sale of 2,311 shares of common stock at $5.30 per share. According to the disclosure, these shares were sold solely to cover tax withholding obligations tied to the vesting of restricted stock units under the company’s equity incentive plans and were not discretionary trades. After this transaction, Khetani directly holds 128,500 shares, which includes 448 shares acquired through 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^*

Khetani Mansi

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/23/2026

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	03/23/2026		S(1)		2,311	D	$5.3	128,500(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. The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units. These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.

2. Includes 448 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) disclose for CFO Mansi Khetani?

ChargePoint disclosed that CFO Mansi Khetani sold 2,311 shares of common stock at $5.30 per share. The filing states this was to cover tax withholding obligations related to restricted stock unit vesting, rather than a discretionary stock sale.

Why did ChargePoint CFO Mansi Khetani sell 2,311 CHPT shares?

The sale of 2,311 ChargePoint shares by CFO Mansi Khetani was made to cover tax withholding obligations from vesting restricted stock units. The company’s equity incentive plans mandate a “sell to cover” approach, so this transaction is described as non-discretionary in the disclosure.

How many ChargePoint (CHPT) shares does the CFO hold after the reported sale?

After the reported transaction, CFO Mansi Khetani directly holds 128,500 ChargePoint common shares. The filing notes this total includes 448 shares acquired through the company’s employee stock purchase plan, reflecting her continuing equity stake following the tax-related sale.

Was the ChargePoint CFO’s sale of shares a discretionary trade?

The filing states the CFO’s sale was not a discretionary trade. The 2,311 shares were sold under a mandated “sell to cover” arrangement in the equity incentive plans, specifically to fund tax withholding obligations triggered by vesting and settlement of restricted stock units.

What price was received for the ChargePoint (CHPT) shares sold by the CFO?

The 2,311 ChargePoint shares sold by CFO Mansi Khetani were transacted at $5.30 per share. This price is disclosed in the insider report, which characterizes the sale as part of a tax withholding process linked to equity award vesting rather than an open-market investment decision.