EVGO Insider Filing: Chief Legal Officer RSUs Vest, 10,765 Shares Withheld

Rhea-AI Filing Summary

Francine Sullivan, Chief Legal Officer and EVP Corporate Development of EVgo Inc. (EVGO), reported the vesting of restricted stock units under the company’s 2021 Long Term Incentive Plan. On 08/10/2025 27,357 RSUs vested; each RSU represents the contingent right to receive one share of Class A common stock. As part of the vesting settlement, 10,765 shares were withheld to satisfy tax withholding using the closing price on 08/08/2025 to calculate the shares withheld at an effective amount of $3.46 per share.

Following these transactions the reporting person’s beneficial ownership of Class A common stock is reported as 218,210 shares. The RSU award vests in three equal annual installments on each of the first three anniversaries of 08/10/2023, subject to continued employment.

Insights

Corporate Governance Expert

TL;DR: Routine officer compensation vesting with tax-withholding; modest ownership change, not materially transformative.

The Form 4 documents a standard vesting event for an executive under the 2021 Long Term Incentive Plan. The conversion of 27,357 RSUs into shares and the withholding of 10,765 shares for taxes reflect customary settlement mechanics rather than an acquisition or sale driven by liquidity needs. The post-transaction beneficial ownership of 218,210 Class A shares indicates continued equity alignment but does not by itself suggest a material change in control or ownership concentration.

Securities Analyst

TL;DR: Transaction is neutral for investors; it's compensation-related vesting with standard withholding at the closing price.

The disclosure states the RSUs vested on 08/10/2025 and that withholding was calculated using the closing price on 08/08/2025, resulting in a $3.46 per-share effective withholding figure for the reported shares. This is a routine internal compensation event and does not disclose any open-market purchases or sales that would signal trading intent. Investors should view this as executive compensation settlement rather than a market-moving insider trade.

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^*

Sullivan Francine

(Last) (First) (Middle)

C/O EVGO INC.

1661 EAST FRANKLIN AVENUE

(Street)

EL SEGUNDO CA 90245

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
EVgo Inc. [ EVGO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/10/2025

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
Class A Common Stock(1)	08/10/2025		M		27,357	A	$0	228,975	D
Class A Common Stock	08/10/2025		F		10,765	D	$3.46(2)	218,210	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
Restricted Stock Units	(1)	08/10/2025		M			27,357	(3)	(3)	Class A Common Stock	27,357	$0.00	27,358	D

Explanation of Responses:

1. Restricted stock units ("RSUs") awarded under the Issuer's 2021 Long Term Incentive Plan (the "Plan"). Each RSU represents the contingent right to receive, upon vesting of the RSU, one share of the Issuer's Class A common stock, $0.0001 par value ("Class A Common Stock").

2. On August 10, 2025, the Reporting Person's RSUs vested. The closing price of the Class A Common Stock on August 8, 2025, the last trading day immediately preceding the vesting date, was the settlement price used to calculate the shares withheld.

3. The RSUs vest in three equal annual installments on each of the first three anniversaries of August 10, 2023, subject to the Reporting Person's continued employment through each vesting date.

Remarks:

Chief Legal Officer and EVP Corporate Development

	/s/ Francine Sullivan	08/12/2025
	** 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 Francine Sullivan report on Form 4 for EVGO?

The report shows 27,357 RSUs vested on 08/10/2025, with 10,765 shares withheld for taxes at an effective amount of $3.46 per share, leaving 218,210 shares beneficially owned.

What type of award vested for the EVGO reporting person?

The award was Restricted Stock Units (RSUs) granted under EVgo’s 2021 Long Term Incentive Plan, each RSU converting to one share of Class A common stock upon vesting.

How was the tax withholding calculated for the vested RSUs?

Withholding was calculated using the closing price on 08/08/2025, which produced an effective per-share withholding amount of $3.46 as reported.

What is the RSU vesting schedule disclosed in the filing?

The RSUs vest in three equal annual installments on each of the first three anniversaries of 08/10/2023, subject to continued employment.

Does the Form 4 show any open-market purchases or sales by the reporting person?

No. The Form 4 discloses vesting of RSUs and shares withheld to satisfy tax withholding; it does not report open-market purchases or sales in this filing.