Item 5.02 Departure of Directors or
Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On April 5, 2022, the board of directors (the “Board”) of
ChargePoint Holdings, Inc. (the “Company”) appointed Ekta
Singh-Bushell as a Class I director and a member of the
Company’s audit committee, effective immediately.
Ms. Singh-Bushell will serve until the Company’s 2024 annual
meeting of stockholders and until her successor is elected and
qualified, or sooner in the event of her death, resignation or
removal. The Board has determined that
Ms. Singh-Bushell meets the requirements for independence
under the applicable listing standards of the New York Stock
Exchange and the Securities Exchange Act of 1934, as
amended.
From May 2016 to June 2017, Ms. Singh-Bushell served as deputy
to the first vice president, chief operating officer executive
office, at the Federal Reserve Bank of New York. Prior to 2016,
Ms. Singh-Bushell worked at Ernst & Young, serving in
various roles including global IT Effectiveness leader, U.S.
innovation & digital strategy leader, and chief
information security officer. Ms. Singh-Bushell has served as
a member of the board of directors of numerous public companies,
including TTEC Holdings, Inc., since May 2017; Net 1 UEPS
Technologies, Inc., since October 2018; Huron Consulting Group,
since May 2019; and Designer Brands, Inc., since September 2018
until May 2022. Ms. Singh-Bushell received her Master of
Science in Electrical Engineering & Computer Science from
the University of California, Berkeley and her undergraduate degree
in engineering from the University of Poona, India. The Board
believes that Ms. Singh-Bushell is qualified to serve as a
director due to her operational experiences with finance, audit,
technology and cybersecurity matters and her prior public company
services.
Ms. Singh-Bushell will be entitled to receive compensation in
accordance with the ChargePoint Holdings, Inc. Compensation Program
for Non-Employee Directors,
which was filed with the Securities and Exchange Commission on
March 1, 2021, as Exhibit 10.11 to the Company’s Current
Report on Form 8-K. Ms. Singh-Bushell will
also enter into the Company’s standard form of indemnification
agreement.
There are no arrangements or understandings between
Ms. Singh-Bushell and any other persons pursuant to which
she was elected as a member of the Board.
Ms. Singh-Bushell is not a party to any current or
proposed transaction with the Company for which disclosure is
required under Item 404(a) of Regulation
S-K.
On April 7, 2022, the Company issued a press release
announcing the appointment of Ms. Singh-Bushell. A copy
of the press release is furnished herewith as Exhibit 99.1 and is
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits