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

Rhea-AI Filing Summary

ChargePoint Holdings, Inc. (CHPT) – Form 4 insider transaction

Director Jeffrey Harris reported the grant of 254,785 Restricted Stock Units (RSUs) on 07/08/2025. The RSUs carry a cost basis of $0 and convert 1-for-1 into common shares once a service-based vesting condition is met—either on the one-year anniversary of the grant or at the next annual shareholder meeting, whichever comes first.

Following the award, Harris is shown as the beneficial owner of 427,517 CHPT shares. Footnote (2) states that these shares are held for the benefit of Q-GRG VII (CP) Investment Partners, LLC, and Harris disclaims beneficial ownership.

No dispositions, sales, options, or derivative transactions were reported. The filing therefore reflects a routine equity incentive intended to align a board member’s interests with those of shareholders, with a modest dilutive impact relative to ChargePoint’s total shares outstanding.

Positive

• Director equity alignment: 254,785 RSUs link board member compensation to shareholder value.
• Transparent disclosure: Footnotes clearly identify third-party beneficiary (Q-GRG) and disclaim beneficial ownership, supporting governance best practices.

Negative

• Minor dilution: Issuance of new shares, albeit less than 0.1% of float, incrementally expands share count.

Insights

Securities Analyst

TL;DR: Routine RSU grant to director; negligible financial impact.

The Form 4 shows an at-cost award rather than an open-market purchase or sale, so it does not signal insider valuation views. 254.8 k shares represent less than 0.1% of CHPT’s ~363 m shares outstanding, implying immaterial dilution. Vesting tied to service encourages board continuity but has no immediate cash-flow or P&L implications. Overall, the filing is governance-related, not a catalyst for valuation changes.

Corporate Governance Expert

TL;DR: Grant strengthens alignment; standard practice.

Granting RSUs that vest at the next AGM is a common method to ensure directors maintain long-term focus. Disclosure that shares are held for Q-GRG and disclaimed by Harris is transparent and compliant with Section 16 rules. No red flags emerge—no accelerated vesting, no sales, and proper attorney-in-fact signature. Impact on governance quality is neutral-to-slightly positive, but not material for investors.

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
Estimated average burden
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^*

HARRIS JEFFREY

(Last) (First) (Middle)

C/O QUANTUM ENERGY PARTNERS

800 CAPITAL STREET, SUITE 3600

(Street)

HOUSTON TX 77002

(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(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 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.

2. Mr. Harris holds these securities for the benefit of Q-GRG VII (CP) Investment Partners, LLC ("Q-GRG"). Mr. Harris disclaims beneficial ownership of the reported securities.

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.
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FAQ

How many ChargePoint (CHPT) shares did Director Jeffrey Harris acquire?

He was granted 254,785 Restricted Stock Units, each convertible into one common share.

What is the vesting schedule for the newly granted RSUs?

They vest fully on the earlier of the one-year anniversary (07/08/2026) or the next annual shareholder meeting, subject to continuous service.

How many CHPT shares does Harris own after the transaction?

The filing lists 427,517 shares beneficially owned following the grant.

Did the insider sell any ChargePoint stock in this Form 4?

No. The filing records only an RSU grant; there were no sales or disposals.

Is the RSU grant expected to impact ChargePoint’s earnings?

The grant is non-cash and routine; it does not affect current earnings but adds a small amount of future share-based compensation expense.