EVGO CFO settles equity awards; shares withheld at $4.22 for taxes

Rhea-AI Filing Summary

EVgo (EVGO) reported insider equity activity by its Chief Financial Officer. On October 22, 2025, previously granted equity awards vested and were settled in Class A common stock via code M transactions: 9,107 shares from PRSUs and 18,692 shares from RSUs. Shares were withheld for taxes via code F: 2,218 and 4,552 shares at $4.22 per share. Following these transactions, the CFO beneficially owns 21,029 shares directly.

Footnotes state the PRSUs and RSUs were awarded under the 2021 Long Term Incentive Plan, with PRSUs tied to stock-price performance hurdles and both awards vesting over three years from October 22, 2024. Derivative holdings remaining include 72,860 PRSUs and 37,386 RSUs.

Insights

Equity compensation analyst

Routine vesting with tax withholding; neutral impact.

The CFO’s Form 4 lists standard equity award settlements. Code M denotes conversion of vested PRSUs (9,107) and RSUs (18,692) into Class A shares at no cash cost. Code F shows share withholding (2,218 and 4,552) to satisfy taxes at a settlement price of $4.22.

These are non-open-market transactions tied to the company’s 2021 plan and scheduled vesting from October 22, 2024. Remaining derivative balances are 72,860 PRSUs and 37,386 RSUs, indicating future potential share deliveries if conditions are met. Actual impact depends on award vesting and performance achievement.

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^*

Dobson Paul Michael

(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)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
10/22/2025

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)	10/22/2025		M		9,107	A	$0	9,107	D
Class A Common Stock	10/22/2025		F		2,218	D	$4.22(2)	6,889	D
Class A Common Stock	10/22/2025		M		18,692	A	$0	25,581	D
Class A Common Stock	10/22/2025		F		4,552	D	$4.22(2)	21,029	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
Performance Based Restricted Stock Units	(3)	10/22/2025		M			9,107	(3)	(3)	Class A Common Stock	9,107	$0.00	72,860	D
Restricted Stock Units	(4)	10/22/2025		M			18,692	(4)	(4)	Class A Common Stock	18,692	$0.00	37,386	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 October 22, 2025, the Reporting Person's RSUs vested. The closing price of the Class A Common Stock on October 22, 2025 was the settlement price used to calculate the shares withheld.

3. Performance-based restricted stock units ("PRSUs") awarded under the Issuer's 2021 Long Term Incentive Plan. Each PRSU represents the contingent right to receive, upon vesting of the PRSU, one share of Common Stock. The PRSUs generally vest in three equal installments on the first three anniversaries of October 22, 2024, provided that the applicable performance goal has been achieved by such date (and, if not, on the date the applicable performance goal is subsequently achieved), and subject to the continuous service of the Reporting Person through the applicable vesting date. The applicable performance goal for each tranche of PRSUs will be satisfied if the Common Stock achieves a specified per share price for such tranche calculated based on a 15-day volume weighted average price at any time prior to October 22, 2029.

4. The RSUs vest in three equal annual installments on each of the first three anniversaries of October 22, 2024, subject to the Reporting Person's continued employment through each vesting date.

	/s/ Paul Dobson, by Francine Sullivan, as Attorney-In-Fact	10/24/2025
	** 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 EVGO’s CFO report on Form 4?

Vesting and settlement of equity awards on October 22, 2025, including 9,107 PRSUs and 18,692 RSUs converted to Class A shares, with tax withholding.

How many EVGO shares does the CFO hold after the transactions?

The CFO beneficially owns 21,029 shares directly following the reported transactions.

Were any shares sold on the open market by EVGO’s CFO?

No. The filing shows code M (award settlement) and code F (tax withholding at $4.22), not open‑market sales.

What are the remaining EVGO derivative awards held by the CFO?

Post-transaction holdings include 72,860 PRSUs and 37,386 RSUs.

What are the vesting terms for EVGO’s PRSUs and RSUs?

PRSUs vest in three annual tranches from October 22, 2024 upon meeting stock-price goals by October 22, 2029; RSUs vest in three equal annual installments from the same start date.

What price was used for EVGO’s tax withholding on the vest date?

The settlement price used to calculate shares withheld was the $4.22 closing price on October 22, 2025.