0000899243-21-027372.txt : 20210702
0000899243-21-027372.hdr.sgml : 20210702
20210702194457
ACCESSION NUMBER: 0000899243-21-027372
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210701
FILED AS OF DATE: 20210702
DATE AS OF CHANGE: 20210702
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Suslak Neil S
CENTRAL INDEX KEY: 0001839057
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39004
FILM NUMBER: 211072151
MAIL ADDRESS:
STREET 1: 254 E. HACIENDA AVENUE
CITY: CAMPBELL
STATE: CA
ZIP: 95008
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ChargePoint Holdings, Inc.
CENTRAL INDEX KEY: 0001777393
STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS TRANSPORTATION EQUIPMENT [3790]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 240 EAST HACIENDA AVENUE
CITY: CAMPBELL
STATE: CA
ZIP: 95008
BUSINESS PHONE: (972) 514-9535
MAIL ADDRESS:
STREET 1: 240 EAST HACIENDA AVENUE
CITY: CAMPBELL
STATE: CA
ZIP: 95008
FORMER COMPANY:
FORMER CONFORMED NAME: Switchback Energy Acquisition Corp
DATE OF NAME CHANGE: 20190521
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-07-01
0
0001777393
ChargePoint Holdings, Inc.
CHPT
0001839057
Suslak Neil S
350 MADISON AVENUE, 23RD FLOOR
NEW YORK
NY
10017
1
0
0
0
Common Stock
2021-07-01
4
J
0
99057
0.00
A
1830332
I
See Footnotes
Common Stock
2021-07-01
4
J
0
10552
0.00
A
351151
I
See Footnotes
Common Stock
2021-07-01
4
J
0
81216
0.00
A
2702655
I
See Footnotes
Common Stock
2021-07-01
4
J
0
349278
0.00
A
11593882
I
See Footnotes
Common Stock
2021-07-01
4
J
0
26628
0.00
A
886130
I
See Footnotes
Common Stock
2021-07-01
4
J
0
93891
0.00
A
3031512
I
See Footnotes
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.
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.
The Shares are held directly by Braemar ChargePoint Investments III, LLC (together with the entities listed in footnotes (4)-(8), the "Braemar Funds").
The Shares are held directly by Braemar CP Investments 2019 LLC.
The Shares are held directly by Braemar CP Investments II 2020, LLC.
The Shares are held directly by Braemar Energy Ventures III, L.P.
The Shares are held directly by ChargePoint Investments II, LLC.
The Shares are held directly by ChargePoint Investments LLC.
Mr. Suslak is the Managing Partner of Braemar Energy Ventures, which is the General Partner of each of the Braemar Funds. Mr. Suslak shares voting and investment power over the shares held by each of the Braemar Funds with William D. Lese and Donald F. Tappan, III. Each of Messrs. Suslak, Lese and Tappan disclaim beneficial ownership of the securities held by the Braemar Funds.
/s/ Henrik Gerdes - Attorney-in-Fact
2021-07-02