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

Rhea-AI Filing Summary

On July 8, 2025, ChargePoint Holdings, Inc. (CHPT) filed a Form 4 revealing that director Dhruv Mitesh received an award of 254,785 Restricted Stock Units (RSUs) at an acquisition price of $0 (transaction code “A”). Each RSU converts to one share of common stock.

The RSUs vest in full on the earlier of (i) the one-year anniversary of the grant date or (ii) the company’s next annual shareholder meeting, contingent upon the director’s continued service. No derivative positions or share dispositions were reported.

Following the grant, the director’s direct beneficial ownership rose to 495,258 common shares. The filing represents standard board compensation and introduces only immaterial dilution relative to ChargePoint’s total share count.

Overall, the transaction modestly strengthens insider alignment with shareholders but does not alter the company’s operating outlook, liquidity, or strategic trajectory.

Positive

• 254,785 RSUs granted to a board member increase direct ownership to 495,258 shares, modestly enhancing insider alignment with shareholders.

Negative

• The $0-priced equity award introduces slight dilution, though immaterial relative to ChargePoint’s total share base.

Insights

Financial Analyst

TL;DR: Routine RSU grant; increases insider stake, negligible dilution—limited market impact.

The 254,785-share RSU award is typical director compensation. At $0 cost, it signals no direct cash outlay or valuation judgment by the insider. Post-grant ownership of 495,258 shares is still a fraction of ChargePoint’s outstanding stock, making dilution immaterial. Because the shares vest over a short horizon and depend on continued service, the award may marginally enhance governance alignment without affecting near-term earnings, cash flow, or guidance. I view the filing as informational rather than market-moving.

Corporate Governance Specialist

TL;DR: Grant improves board equity stake; aligns interests, but impact remains modest.

Equity-based compensation is a cornerstone of good governance, ensuring directors share in shareholder upside. The single-year vesting schedule balances retention with accountability. The award’s size is within customary ranges and does not suggest excessive dilution or over-compensation. Absent any sale indications, the transaction is marginally positive from a governance lens yet unlikely to sway valuation metrics.

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^*

Dhruv Mitesh

(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	495,258	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 did ChargePoint’s (CHPT) Form 4 filed on July 9 2025 disclose?

Director Dhruv Mitesh was granted 254,785 RSUs of common stock on July 8 2025 at a cost of $0.

How many CHPT shares does the director now own?

After the grant, the director’s direct beneficial ownership totals 495,258 common shares.

What are the vesting terms of the RSUs awarded to the ChargePoint director?

The RSUs vest in full on the earlier of the one-year anniversary of the grant or the next annual shareholder meeting, subject to continuous service.

Was the transaction an open-market purchase?

No. The Form 4 lists transaction code “A,” indicating an equity award rather than an open-market purchase.

Does the RSU grant materially affect CHPT’s share count?

The 254,785 shares represent a very small percentage of total shares outstanding, resulting in immaterial dilution.