4//SEC Filing
Burghardt Christopher 4
Accession 0000899243-21-027370
CIK 0001777393other
Filed
Jul 1, 8:00 PM ET
Accepted
Jul 2, 7:44 PM ET
Size
7.8 KB
Accession
0000899243-21-027370
Insider Transaction Report
Form 4
Burghardt Christopher
Managing Director, Europe
Transactions
- Other
Common Stock
2021-07-01+17,899→ 581,746 total - Tax Payment
Common Stock
2021-07-01$35.69/sh−1,443$51,501→ 580,303 total
Footnotes (3)
- [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 were withheld to satisfy tax withholding obligations.
Documents
Issuer
ChargePoint Holdings, Inc.
CIK 0001777393
Entity typeother
Related Parties
1- filerCIK 0001837941
Filing Metadata
- Form type
- 4
- Filed
- Jul 1, 8:00 PM ET
- Accepted
- Jul 2, 7:44 PM ET
- Size
- 7.8 KB