Rex S. Jackson - 01 Jul 2021 Form 4 Insider Report for ChargePoint Holdings, Inc. (CHPT)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
02 Jul 2021, 19:37:42 UTC
Prior SEC filing
25 Jun 2021
Next SEC filing
25 Aug 2021
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Henrik Gerdes - Attorney-in-Fact

Key filing fact

Rex S. Jackson filed Form 4 for ChargePoint Holdings, Inc. (CHPT) on 02 Jul 2021.

Key facts

  • This page summarizes Rex S. Jackson's Form 4 filing for ChargePoint Holdings, Inc. (CHPT).
  • 3 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 02 Jul 2021, 19:37.

Change

  • Previous filing in this sequence was filed on 25 Jun 2021.
  • Current net transaction value: -$616,081.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

CHPT transaction

Common Stock

Other

Transaction value
$0
Shares
+34,817
Change %
+100%
Price
$0.000000
Shares after
69,791
Date
01 Jul 2021
Ownership
Direct
Footnotes
F1, F2
CHPT transaction

Common Stock

Tax liability

Transaction value
$616,081
Shares
-17,262
Change %
-25%
Price
$35.69
Shares after
52,529
Date
01 Jul 2021
Ownership
Direct
Footnotes
F3
CHPT transaction

Common Stock

Other

Transaction value
$0
Shares
+5,930
Change %
+5.7%
Price
$0.000000
Shares after
109,514
Date
01 Jul 2021
Ownership
By trust
Footnotes
F1, F2, F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 4 footnotes

Footnote F1

Pursuant to the terms of that certain Business Combination Agreement and Plan of Reorganization, dated as of September 23, 2020 (the "Business Combination Agreement"), among Switchback Energy Acquisition Corporation (since renamed "ChargePoint Holdings, Inc." and referred to herein as the "Issuer"), Lightning Merger Sub Inc., a wholly owned subsidiary of the Issuer ("Merger Sub"), and ChargePoint, Inc., the Merger Sub merged with and into ChargePoint, Inc. (the "Merger"), the reporting persons became entitled to receive shares of the Issuer's Common Stock (the "Earnout Shares") following each of three Triggering Events (as defined in the Business Combination Agreement) that occur within five years of the February 26, 2021 closing of the Merger.

Footnote F2

The third "Triggering Event" is the date on which the volume-weighted average closing sale price of the Issuer's Common Stock is greater than or equal to $30.00 for any ten trading days within any twenty consecutive trading day period. The third Triggering Event occurred, and pursuant to the terms of the Business Combination Agreement, the Earnout Shares reported on this Form 4 were issued on July 1, 2021. The issuance of shares as merger consideration in the Merger transaction, including the receipt of the Earnout Shares reported on this Form 4, was exempt under Rule 16b-3.

Footnote F3

The shares were withheld to satisfy tax withholding obligations.

Footnote F4

The Shares are held by the Jackson 1997 Trust Dated November 6, 1997 of which the Reporting Person is trustee.

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