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

Rhea-AI Filing Summary

ChargePoint Holdings, Inc. (CHPT) filed a Form 4 disclosing that board member Roxanne Bowman received 254,785 Restricted Stock Units (RSUs) on 07/08/2025. Each RSU represents the contingent right to receive one share of common stock, bringing Bowman’s total beneficial ownership to 770,067 shares.

The award carries a service-based vesting condition that will be satisfied on the earlier of (i) the one-year anniversary of the grant date or (ii) the next annual shareholders’ meeting, provided Bowman remains in continuous service. The grant was recorded at a transaction price of $0, indicating it is an equity incentive rather than an open-market purchase.

No derivative transactions were reported, and there were no sales of shares. The filing reflects routine director compensation and does not, by itself, signal a material change in ChargePoint’s financial outlook or capital structure.

Positive

• Director’s stake increases to 770,067 shares, increasing alignment with shareholder interests.

Negative

• Grant is non-cash and potentially dilutive, though dilution impact is likely negligible.

Insights

Equity Compensation Analyst

TL;DR: Routine RSU grant; minimal immediate market impact.

This Form 4 shows a standard equity incentive: 254,785 RSUs granted to Director Roxanne Bowman at no cost. Vesting is time-based and aligns the director’s interests with shareholders. Because the award is not an open-market purchase, it does not convey a direct signal of personal capital commitment. The incremental dilution from this size grant is immaterial relative to ChargePoint’s outstanding share count. Overall, the disclosure is governance-related and neutral from a valuation perspective.

Corporate Governance Specialist

TL;DR: Strengthens director alignment; standard practice.

The one-year or next-AGM vesting schedule incentivizes continued board service and maintains alignment with long-term shareholder value creation. The size of the grant—while notable for an individual director—falls within typical peer compensation ranges and reflects ChargePoint’s reliance on equity to conserve cash. No red flags on compliance: the filing is timely, signed by an attorney-in-fact, and includes required explanations.

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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hours per response:			0.5

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^*

Bowman Roxanne

(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	770,067	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

What insider activity did CHPT report on Form 4 dated 07/09/2025?

Director Roxanne Bowman received 254,785 RSUs on 07/08/2025, increasing her beneficial ownership to 770,067 shares.

How many shares are subject to the RSU grant to Roxanne Bowman?

The grant covers 254,785 Restricted Stock Units, each convertible into one CHPT common share upon vesting.

What is the vesting schedule for the newly granted CHPT RSUs?

The RSUs vest in full on the earlier of one year from grant or the next annual meeting of shareholders, contingent on continued service.

Was cash paid for the CHPT shares reported in this Form 4?

No. The RSUs were granted at $0 cost as part of routine director compensation.

How many CHPT shares does Roxanne Bowman now beneficially own?

After the award, her total beneficial ownership stands at 770,067 CHPT shares.

Does the filing indicate any sale of CHPT shares?

No sales were reported; the transaction solely reflects an equity award.