Michael Linse - Jul 1, 2021 Form 4 Insider Report for ChargePoint Holdings, Inc. (CHPT)

Role: Director, 10%+ Owner
Signature: /s/ Michael Linse
Stock symbol: CHPT
Transactions as of: Jul 1, 2021
Transactions value $: $0
Form type: 4
Date filed: 7/6/2021, 08:42 PM
Next filing: Jul 14, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CHPT	Common Stock	Other		+926K	+3.1%		30.8M	Jul 1, 2021	See Footnotes	F1, F2, F3, F9
transaction	CHPT	Common Stock	Other		+268K	+3.1%		8.92M	Jul 1, 2021	See Footnotes	F1, F2, F4, F9
transaction	CHPT	Common Stock	Other		+302K	+3.1%		10M	Jul 1, 2021	See Footnotes	F1, F2, F5, F9
transaction	CHPT	Common Stock	Other		+209K	+3.1%		6.95M	Jul 1, 2021	See Footnotes	F1, F2, F6, F9
transaction	CHPT	Common Stock	Other		+286K	+4.05%		7.36M	Jul 1, 2021	See Footnotes	F1, F2, F7, F9
transaction	CHPT	Common Stock	Other		+634K	+5.72%		11.7M	Jul 1, 2021	See Footnotes	F1, F2, F8, F9

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
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.
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.
F3	The Shares are held directly by Linse Capital CP, LLC ("Linse I"). Mr. Linse is the managing director of Linse Capital LLC, which is the manager of Linse I. Mr. Linse has sole voting and investment power over the shares held by Linse I.
F4	The Shares are held directly by Linse Capital CP II, LLC ("Linse II"). Mr. Linse is the managing director of Linse Capital LLC, which is the manager of Linse II. Mr. Linse has sole voting and investment power over the shares held by Linse II.
F5	The Shares are held directly by Linse Capital CP III, LLC ("Linse III"). Mr. Linse is the managing director of Linse Capital LLC, which is the manager of Linse III. Mr. Linse has the sole voting and investment power over the shares held by Linse III.
F6	The Shares are held directly by Linse Capital CP IV, LLC ("Linse IV"). Mr. Linse is the managing director of Linse Capital LLC, which is the manager of Linse IV. Mr. Linse has sole voting and investment power over the shares held by Linse IV.
F7	The Shares are held directly by Linse Capital CP V, LLC ("Linse V"). Mr. Linse is the managing director of Linse Capital LLC, which is the manager of Linse V. Mr. Linse has sole voting and investment power over the shares held by Linse V.
F8	The Shares are held directly by Linse Capital CP VI, LLC ("Linse VI"). Linse Capital CP VI GP LP ("Linse GP VI") is the manager of Linse VI, and Linse Capital Management PR LLC ("LCMPR") is the general partner of Linse GP VI. Mr. Linse is the managing director of Linse Capital LLC, which is the manager of LCMPR. Mr. Linse has sole voting and investment power over the shares held by Linse VI.
F9	Each of the Reporting Persons disclaims beneficial ownership of the securities in this report except to the extent of any pecuniary interest therein, and the filing of this report or the inclusion of the securities in this report shall not be deemed an admission that any of the Reporting Persons is the beneficial owner of the reported securities for purposes of Section 16 or for any other purpose.