Statement of Changes in Beneficial Ownership (4)
December 13 2021 - 04:49PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5
obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
|
OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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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 * Linse Michael |
2. Issuer Name and Ticker or Trading
Symbol ChargePoint Holdings, Inc. [ CHPT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director __X__
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
|
(Last)
(First)
(Middle)
53 CALLE PALMERAS, SUITE 601, |
3. Date of Earliest Transaction (MM/DD/YYYY)
12/9/2021
|
(Street)
SAN JUAN, PR 00901
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line) ___
Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting
Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
Amount |
(A) or (D) |
Price |
Common Stock |
12/9/2021 |
|
J(1) |
|
1616846 |
D |
$0.00 |
23539410 |
I |
See footnotes (2)(16) |
Common Stock |
12/9/2021 |
|
J(3) |
|
470777 |
D |
$0.00 |
6813310 |
I |
See footnotes (4)(16) |
Common Stock |
12/9/2021 |
|
J(5) |
|
519625 |
D |
$0.00 |
7676057 |
I |
See footnotes (6)(16) |
Common Stock |
12/9/2021 |
|
J(7) |
|
366603 |
D |
$0.00 |
5305658 |
I |
See footnotes (8)(16) |
Common Stock |
12/9/2021 |
|
J(9) |
|
388338 |
D |
$0.00 |
5620211 |
I |
See footnotes (10)(16) |
Common Stock |
12/9/2021 |
|
J(11) |
|
618714 |
D |
$0.00 |
8954326 |
I |
See footnotes (12)(16) |
Common Stock |
12/9/2021 |
|
J(13) |
|
31166 |
D |
$0.00 |
20532 |
I |
See footnotes (14)(16) |
Common Stock |
12/10/2021 |
|
S |
|
9027 |
D |
$19.96 |
23530383 |
I |
See footnotes (2)(16) |
Common Stock |
12/10/2021 |
|
S |
|
10070 |
D |
$19.95 |
7665987 |
I |
See footnotes (6)(16) |
Common Stock |
12/10/2021 |
|
S |
|
4837 |
D |
$19.96 |
0 |
I |
See footnotes (15)(16) |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. Code
(Instr. 8) |
5. Number of Derivative Securities Acquired (A) or
Disposed of (D)
(Instr. 3, 4 and 5) |
6. Date Exercisable and Expiration Date |
7. Title and Amount of Securities Underlying
Derivative Security
(Instr. 3 and 4) |
8. Price of Derivative Security
(Instr. 5) |
9. Number of derivative Securities Beneficially
Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct
(D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Explanation of
Responses: |
(1) |
On December 9, 2021,
1,616,846 shares of Common Stock held by Linse Capital CP, LLC
("Linse I") were distributed to the limited partners and general
partners of Linse I. |
(2) |
Consists of securities held
directly by 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. |
(3) |
On December 9, 2021, 470,777
shares of Common Stock held by Linse Capital CP II, LLC ("Linse
II") were distributed to the limited partners and general partners
of Linse II. |
(4) |
Consists of securities held
directly by 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. |
(5) |
On December 9, 2021, 519,625
shares of Common Stock of Linse Capital CP III, LLC ("Linse III")
were distributed to the limited partners and general partners of
Linse III. |
(6) |
Consists of securities held
directly by 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. |
(7) |
On December 9, 2021, 366,603
shares of Common Stock held by Linse Capital CP IV, LLC ("Linse
IV") were distributed to the limited partners and general partners
of Linse IV. |
(8) |
Consists of securities held
directly by 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. |
(9) |
On December 9, 2021, 388,338
shares of Common Stock held by Linse Capital CP V, LLC ("Linse V")
were distributed to the limited partners and general partners of
Linse V. |
(10) |
Consists of securities held
directly by 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. |
(11) |
On December 9, 2021, 618,714
shares of Common Stock held by Linse Capital CP VI, LLC ("Linse
VI") were distributed to the limited partners and general partners
of Linse VI. |
(12) |
Consists of securities held
directly by 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. |
(13) |
On December 9, 2021, 31,166
shares of Common Stock held by Linse GP VI were distributed to the
limited partners and general partners of Linse GP VI. |
(14) |
Consists of securities held
by Linse GP VI. 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 GP VI. |
(15) |
Consists of securities held
directly by Levitate Capital GP LP ("Levitate GP"). LCMPR is the
general partner of Levitate GP. 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 Levitate
GP. |
(16) |
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.
Following the transactions reported herein, Linse Capital LLC held
an aggregate of 979,421 shares of Common Stock. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
Linse Michael
53 CALLE PALMERAS, SUITE 601
SAN JUAN, PR 00901 |
X |
X |
|
|
Linse Capital CP VI LLC
200 S. VIRGINIA, 8TH FLOOR, PMB
# 1346127
RENO, NV 89501 |
|
X |
|
|
Linse Capital CP, LLC
53 CALLE PALMERAS, SUITE 601
SAN JUAN, PR 00901 |
|
X |
|
|
Linse Capital CP II LLC
53 CALLE PALMERAS, SUITE 601
SAN JUAN, PR 00901 |
|
X |
|
|
Linse Capital CP III, LLC
53 CALLE PALMERAS, SUITE 601
SAN JUAN, PR 00901 |
|
X |
|
|
Linse Capital CP IV, LLC
53 CALLE PALMERAS, SUITE 601
SAN JUAN, PR 00901 |
|
X |
|
|
Linse Capital CP V, LLC
53 CALLE PALMERAS, SUITE 601
SAN JUAN, PR 00901 |
|
X |
|
|
Signatures
|
/s/ Michael Linse |
|
12/13/2021 |
**Signature of Reporting
Person |
Date |
/s/ Michael Linse, as Managing Director of Linse
Capital LLC, in its capacity as the Manager of Linse Capital CP,
LLC |
|
12/13/2021 |
**Signature of Reporting
Person |
Date |
/s/ Michael Linse, as Managing Director of Linse
Capital LLC, in its capacity as the Manager of Linse Capital CP II,
LLC |
|
12/13/2021 |
**Signature of Reporting
Person |
Date |
/s/ Michael Linse, as Managing Director of Linse
Capital LLC, in its capacity as the Manager of Linse Capital CP
III, LLC |
|
12/13/2021 |
**Signature of Reporting
Person |
Date |
/s/ Michael Linse, as Managing Director of Linse
Capital LLC, in its capacity as the Manager of Linse Capital CP IV,
LLC |
|
12/13/2021 |
**Signature of Reporting
Person |
Date |
/s/ Michael Linse, as Managing Director of Linse
Capital LLC, in its capacity as the Manager of Linse Capital CP V,
LLC |
|
12/13/2021 |
**Signature of Reporting
Person |
Date |
/s/ Michael Linse, as Managing Director of Linse
Capital LLC, in its capacity as the Manager of Linse Capital
Management PR LLC, in its capacity as the General Partner of Linse
Capital CP VI GP LP, in its capacity as the Manager of Linse
Capital CP VI LLC |
|
12/13/2021 |
**Signature of Reporting
Person |
Date |
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