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

Rhea-AI Filing Summary

Jagdeep Singh, an officer (CCXO) of ChargePoint Holdings, Inc. (CHPT), reported a non-discretionary sale of common stock to satisfy tax withholding obligations. The Form 4 shows a sale of 1,703 shares on 09/23/2025 at a price of $11.2714 per share, leaving the reporting person with 129,459 shares beneficially owned after the transaction. The filing notes a 1-for-20 reverse stock split effective 07/28/2025 and that the reported totals reflect that adjustment. It also discloses acquisition of 500 shares via the Employee Stock Purchase Plan on 09/09/2025, which was exempt under Rule 16b-3. The sale was a mandated "sell to cover" tied to restricted stock unit vesting and not a discretionary trade.

Positive

• Reporting person retains a meaningful ownership position with 129,459 shares after the mandated sale
• Transaction was procedural (sell-to-cover for RSU tax withholding), reducing inference of opportunistic insider selling
• Filing properly discloses the 1-for-20 reverse stock split adjustment and an exempt ESPP purchase of 500 shares

Negative

• Reported sale reduced holdings by 1,703 shares, though it was mandated for tax withholding

Insights

Corporate Governance Expert

TL;DR: Routine tax-withholding sale tied to RSU vesting; reporting and disclosure appear complete and procedural.

The sale of 1,703 shares was executed as a mandated "sell to cover" for tax withholding related to RSU settlement, which reduces the risk that the insider engaged in opportunistic selling. The Form 4 properly adjusts historical share counts for the 1-for-20 reverse split and discloses an exempt ESPP purchase of 500 shares. From a governance perspective, the filing is consistent with standard executive equity administration and provides clear provenance for the transaction.

Securities Analyst

TL;DR: Insider retains material equity stake post-sale; transaction unlikely to be market-moving.

The reporting officer retains 129,459 shares after the sale, indicating continued ownership exposure to company performance. The sale price reported ($11.2714) and the small size of the sale (1,703 shares) relative to the post-transaction holding suggest this was a tax-driven disposition rather than liquidity-driven selling. The reverse split disclosure clarifies share-count comparability. Overall, this Form 4 is informational and not indicative of a change in corporate outlook.

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).

1. Name and Address of Reporting Person^*

Singh Jagdeep CA

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/23/2025

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	09/23/2025		S(1)		1,703	D	$11.2714	129,459(2)(3)	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. Effective July 28, 2025, the Issuer effected a 1-for-20 reverse stock split of its common stock (the "Reverse Stock Split"). The amount of the securities reported on this Form 4 has been adjusted to reflect the Reverse Stock Split.

3. Includes 500 shares acquired under the Issuer's Employee Stock Purchase Plan on September 9, 2025, in a transaction that was exempt under both Rule 16b-3(d) and Rule 16b-3(c).

Remarks:

	/s/ Natella Novruzova - Attorney-in-Fact	09/24/2025
	** 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

What did ChargePoint insider Jagdeep Singh report on Form 4 (CHPT)?

The Form 4 reports a sale of 1,703 shares on 09/23/2025 at $11.2714 per share to cover tax withholding from RSU vesting; post-transaction beneficial ownership is 129,459 shares.

Was the sale by the reporting person discretionary or required?

The filing states the sales were mandated as a sell-to-cover to satisfy tax withholding obligations and were not discretionary trades.

How does the reverse stock split affect reported share counts?

The filing discloses a 1-for-20 reverse stock split effective 07/28/2025 and notes that the amounts reported have been adjusted to reflect that split.

Did the filing report any purchases by the insider?

Yes. The filing includes 500 shares acquired via the Employee Stock Purchase Plan on 09/09/2025, which were exempt under Rule 16b-3.

Who signed the Form 4 and when?

The Form 4 was signed by an attorney-in-fact, Natella Novruzova, on 09/24/2025.