SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Lee Stephanie

(Last)

(First)

(Middle)

C/O EVGO INC.

11835 WEST OLYMPIC BOULEVARD SUITE 900E

(Street)

LOS ANGELES

90064

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/01/2024

3. Issuer Name and Ticker or Trading Symbol
EVgo Inc. [ EVGO ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Interim CFO

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A common stock	26,374	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Units	⁽¹⁾⁽²⁾	⁽¹⁾⁽²⁾	Class A Common Stock	98,232	⁽¹⁾	D
Restricted Stock Units	⁽¹⁾⁽³⁾	⁽¹⁾⁽³⁾	Class A Common Stock	28,936	⁽¹⁾	D
Restricted Stock Units	⁽¹⁾⁽⁴⁾	⁽¹⁾⁽⁴⁾	Class A Common Stock	14,569	⁽¹⁾	D
Restricted Stock Units	⁽¹⁾⁽⁵⁾	⁽¹⁾⁽⁵⁾	Class A Common Stock	125,000	⁽¹⁾	D

Explanation of Responses:

1. RSUs awarded under the Issuer's 2021 Long Term Incentive Plan. Each RSU represents the contingent right to receive, upon vesting of the RSU, one share of the Issuer's Class A Common Stock, $0.0001 par value ("Class A Common Stock").

2. The Reporting Person received a grant of 147,348 restricted stock units ("RSUs") in January 2023. These RSUs vest in three equal installments on each of the first three anniversaries of January 1, 2023, subject to the Reporting Person's continued employment through each such vesting date.

3. The Reporting Person received a grant of 43,403 RSUs in April 2023, vesting in three equal installments on the first three anniversaries of February 1, 2023, subject to the Reporting Person's continued employment through each such vesting date.

4. The Reporting Person received a grant of 14,569 RSUs in July 2023, vesting in three equal installments on the first three anniversaries of July 1, 2023, subject to the Reporting Person's continued employment through each such vesting date.

5. The Reporting Person received a grant of 125,000 RSUs in March 2024, vesting in three equal installments on the first three anniversaries of March 15, 2024, subject to the Reporting Person's continued employment through each such vesting date.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Stephanie Lee by Chris Nenno Attorney-in-fact	06/04/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.