0001213900-21-012701.txt : 20210301 0001213900-21-012701.hdr.sgml : 20210301 20210301214150 ACCESSION NUMBER: 0001213900-21-012701 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210226 FILED AS OF DATE: 20210301 DATE AS OF CHANGE: 20210301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mutrie James E. CENTRAL INDEX KEY: 0001609860 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39004 FILM NUMBER: 21701041 MAIL ADDRESS: STREET 1: 3141 HOOD STREET, SUITE 500 CITY: DALLAS STATE: TX ZIP: 75219 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 ownership.xml X0306 4 2021-02-26 1 0001777393 ChargePoint Holdings, Inc. CHPT 0001609860 Mutrie James E. 5949 SHERRY LANE, SUITE 1010 DALLAS TX 75225 1 1 1 0 CCO, GC & Secretary Class A Common Stock 2021-02-26 4 C 0 6763280 A 6763280 I See footnote Class A Common Stock 43000 D Class B Common Stock 2021-02-26 4 J 0 969661 D Class A Common Stock 969661 6763280 I See footnote Class B Common Stock 2021-02-26 4 C 0 6763280 D Class A Common Stock 6763280 0 I See footnote Private Placement Warrants 11.5 2021-02-26 4 J 0 1000000 1.5 A Class A Common Stock 1000000 6521568 I See footnote In connection with the closing of the business combination (the "Business Combination") between Switchback Energy Acquisition Corporation ("Switchback"), Lightning Merger Sub Inc. and ChargePoint, Inc. on February 26, 2021, the Reporting Person's shares of Class B Common Stock automatically converted into shares of Switchback's Class A Common Stock on a one-for-one basis. Upon consummation of the Business Combination, Switchback changed its name to "ChargePoint Holdings, Inc." NGP Switchback, LLC ("Sponsor") is the record holder of the securities reported herein. The Reporting Person is a manager and the Chief Commercial Officer, General Counsel and Secretary of the Sponsor. As such, the Reporting Person may be deemed to have or share beneficial ownership of the securities held directly by the Sponsor. The Reporting Person disclaims beneficial ownership of the securities held by the Sponsor except to the extent of the Reporting Person's pecuniary interest therein. The shares of Class B Common Stock are convertible into shares of Switchback's Class A Common Stock on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and have no expiration date. Immediately prior to the closing of the Business Combination, the Sponsor irrevocably surrendered and forfeited to Switchback, for no consideration and as a contribution to Switchback's capital, 969,661 shares of Class B Common Stock. In connection with the closing of the Business Combination, the Sponsor exercised its right to convert a portion of the working capital loans made by the Sponsor to Switchback into 1,000,000 private warrants at a price of $1.50 per warrant in satisfaction of $1,500,000 principal amount of such loans. The warrants will become exercisable on the later of 30 days after the closing of the Business Combination and 12 months from the closing of Switchback's initial public offering. The warrants will expire five years after the completion of the Business Combination or earlier upon redemption or liquidation, as described in the prospectus for Switchback's initial public offering. /s/ James E. Mutrie 2021-03-01