CHPT Form 4: Elaine Chao Adds 254k RSUs, Boosts Ownership

Rhea-AI Filing Summary

ChargePoint Holdings, Inc. (CHPT) filed a Form 4 disclosing that director Elaine L. Chao received a grant of 254,785 Restricted Stock Units (RSUs) on 07/08/2025. The RSUs convert into an equal number of common shares once the service-based vesting condition is met, which occurs on the earlier of (i) one year after the grant date or (ii) the next annual shareholder meeting, provided Ms. Chao remains in service.

Because RSUs are granted at no cash cost (reported price $0.00), the transaction reflects compensation rather than an open-market purchase. Following the award, Ms. Chao’s direct beneficial ownership rises to 422,096 common shares, up from roughly 167,311 shares prior to the grant.

No derivative securities were reported, and there were no dispositions. The filing signals ongoing alignment of the director’s interests with shareholders through additional equity, but it does not imply incremental cash investment by the insider.

Positive

• Director equity stake increases to 422,096 shares, marginally improving management-shareholder alignment.
• RSUs vest within 12 months, suggesting intent to retain experienced board member during critical strategic period.

Negative

• None.

Insights

Equity Compensation Analyst

TL;DR: Standard RSU grant raises director's stake; modestly positive governance signal, limited market impact.

The 254,785-share RSU grant to Director Elaine Chao is typical board compensation. Vesting hinges solely on continued service, so the award functions more as retention equity than performance-based incentive. Post-grant ownership of 422 k shares represents roughly 0.1% of ChargePoint’s outstanding float (assuming ~400 m shares), so dilution is immaterial. Investors may view the larger holding as improved alignment, but absence of cash purchase tempers bullish interpretation. Overall, the event is governance-neutral to mildly positive with negligible valuation impact.

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

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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).

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^*

Chao Elaine L.

(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	422,096	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

How many ChargePoint (CHPT) shares did Director Elaine Chao acquire?

254,785 RSUs, each convertible into one common share upon vesting.

What is the vesting schedule for the newly granted RSUs?

They vest in full on the earlier of one year from 07/08/2025 or the next annual shareholder meeting, contingent on continuous service.

What is Elaine Chao’s total CHPT share ownership after the grant?

Her direct beneficial ownership increased to 422,096 common shares.

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

No. The RSUs were granted at $0.00 cost as part of board compensation.

Does the transaction affect ChargePoint’s outstanding share count?

The award is already included in equity-based compensation plans; dilution impact is immaterial relative to total shares outstanding.