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

Rhea-AI Filing Summary

ChargePoint Holdings, Inc. (CHPT) – Form 4 insider filing: Director Susan Heystee received 254,785 Restricted Stock Units (RSUs) on 07/08/2025. Each RSU converts into one common share once vested. The award vests in full on the earlier of (i) one year after the grant date or (ii) the next annual shareholder meeting, conditioned on continued board service.

Following the grant, Heystee’s reported holdings rise to 417,905 common shares held directly and 12,500 shares held indirectly through the CHELST Irrevocable Trust, bringing her total beneficial ownership to 430,405 shares. No open-market purchases or sales were reported, and the RSUs were granted at a stated price of $0, indicating a standard equity-based compensation award rather than a cash transaction.

The filing signals continued board-level equity alignment but has minimal immediate cash flow or dilution impact for existing shareholders.

Positive

• Increased insider ownership: Director’s beneficial stake rises to 430,405 shares, suggesting stronger alignment with shareholders.
• No shares sold: Filing contains only an equity grant, avoiding potential negative signals often associated with insider disposals.

Negative

• Non-cash grant: RSUs awarded at $0 involve no personal capital outlay, limiting the strength of the insider commitment signal.
• Slight dilution: Although immaterial (~0.1% of shares), new RSUs add to share count upon vesting.

Insights

Corporate Governance Expert

TL;DR: Standard RSU grant boosts director stake without sales; governance-neutral, modest alignment benefit.

The grant is routine board compensation, structured as one-year or next AGM cliff vesting—typical for ensuring director retention. No shares were sold, so there is no negative market signal. With 430k shares now reported, the director holds a meaningful equity position, enhancing alignment with shareholders. From a governance standpoint, the award size is not unusually large for a mid-cap EV-infrastructure firm, and the vesting schedule is mainstream. Overall, I view the disclosure as neutral-to-slightly positive for investor sentiment, with immaterial dilution.

Portfolio Manager

TL;DR: Insider stake up ~150%, but via comp grant—not a buy; market impact negligible.

Investors often welcome insider accumulation, yet this is a non-cash RSU issuance at $0, so it doesn’t reflect incremental capital commitment. Nonetheless, lack of sales is reassuring amid CHPT’s recent share-price volatility. The total award equates to roughly 0.1% of basic shares outstanding—too small to move valuation or dilute EPS forecasts. I classify the filing as not impactful for near-term trading decisions but mildly supportive to the long-term alignment narrative.

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^*

Heystee Susan

(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	417,905	D
Common Stock								12,500	I	By trust(2)

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. The shares are held by CHELST Irrevocable Trust. The Reporting Person may be deemed to beneficially own the shares held by the Trust.

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 did ChargePoint (CHPT) report in the latest Form 4?

Director Susan Heystee received 254,785 RSUs on 07/08/2025, with no shares sold.

How many ChargePoint shares does the director own after the grant?

Heystee now reports 417,905 shares directly and 12,500 shares indirectly, totaling 430,405 shares.

When do the newly granted RSUs vest?

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

Was there any open-market purchase or sale in this filing?

No. The filing only discloses an RSU grant at a price of $0; no market transactions were executed.

Does the RSU grant materially dilute existing shareholders?

The award represents roughly 0.1% of outstanding shares, implying minimal dilution.