0000905148-23-000979.txt : 20230922 0000905148-23-000979.hdr.sgml : 20230922 20230922170511 ACCESSION NUMBER: 0000905148-23-000979 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230920 FILED AS OF DATE: 20230922 DATE AS OF CHANGE: 20230922 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VANLOH S WIL JR CENTRAL INDEX KEY: 0001098463 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39004 FILM NUMBER: 231272392 MAIL ADDRESS: STREET 1: 1401 MCKINNEY STREET, SUITE 2700 CITY: HOUSTON STATE: TX ZIP: 77010 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: QEM VII, LLC CENTRAL INDEX KEY: 0001848427 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39004 FILM NUMBER: 231272393 BUSINESS ADDRESS: STREET 1: 800 CAPITOL ST STREET 2: STE 3600 CITY: HOUSTON STATE: TX ZIP: 77002-2932 BUSINESS PHONE: 713-452-2020 MAIL ADDRESS: STREET 1: 800 CAPITOL ST STREET 2: STE 3600 CITY: HOUSTON STATE: TX ZIP: 77002-2932 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Q-GRG VII (CP) Investment Partners, LLC CENTRAL INDEX KEY: 0001848413 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39004 FILM NUMBER: 231272394 BUSINESS ADDRESS: STREET 1: 800 CAPITOL STREET STREET 2: STE 3600 CITY: HOUSTON STATE: TX ZIP: 77002-2932 BUSINESS PHONE: 713-452-2020 MAIL ADDRESS: STREET 1: 800 CAPITOL STREET STREET 2: STE 3600 CITY: HOUSTON STATE: TX ZIP: 77002-2932 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ChargePoint Holdings, Inc. CENTRAL INDEX KEY: 0001777393 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS TRANSPORTATION EQUIPMENT [3790] IRS NUMBER: 841747686 FISCAL YEAR END: 0131 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 form4.xml X0508 4 2023-09-20 0001777393 ChargePoint Holdings, Inc. CHPT 0001848413 Q-GRG VII (CP) Investment Partners, LLC 800 CAPITOL STREET STE 3600 HOUSTON TX 77002-2932 true true See Remarks 0001848427 QEM VII, LLC 800 CAPITOL ST STE 3600 HOUSTON TX 77002-2932 true true See Remarks 0001098463 VANLOH S WIL JR 800 CAPITOL STREET SUITE 3600 HOUSTON TX 77002-2932 true true See Remarks false Common Stock 2023-09-20 4 P 0 1850000 5.4 A 26607128 D Common Stock 57180 I See footnote The price reported in Column 4 above reflects the weighted average purchase price. The transaction was executed in multiple trades in prices ranging from $5.39 to $5.40, inclusive. The Reporting Persons hereby undertake to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares purchased at each respective price within the ranges set forth in footnote 1 of this Form 4. QEM VII, LLC ("QEM VII") is the managing member of Q-GRG VII (CP) Investment Partners, LLC ("Q-GRG"). Therefore, QEM VII may be deemed to share voting and dispositive power over the securities held by Q-GRG and may also be deemed to be the beneficial owner of these securities. QEM VII disclaims beneficial ownership of such securities in excess of its pecuniary interest in the securities. [continues in footnote 3] [continued from footnote 2] Any decision taken by QEM VII to vote, or to direct to vote, and to dispose, or to direct the disposition of, the securities held by Q-GRG has to be approved by a majority of the members of its investment committee, which majority must include S. Wil VanLoh, Jr. Therefore, Mr. VanLoh, Jr. may be deemed to share voting and dispositive power over the securities held by Q-GRG and may also be deemed to be the beneficial owner of these securities. Mr. VanLoh, Jr. disclaims beneficial ownership of such securities in excess of his pecuniary interests in the securities. Represents Restricted Stock Units granted to Jeffrey Harris, an affiliated director of Q-GRG, who serves as a director on the Issuer's board of directors. Mr. Harris holds these securities for the benefit of Q-GRG. Q-GRG VII (CP) Investment Partners, LLC may be deemed a director of the Issuer by deputization of Jeffrey Harris, an affiliated director of Q-GRG VII (CP) Investment Partners, LLC, who serves as a director on the Issuer's board of directors. Q-GRG VII (CP) Investment Partners, LLC By: QEM VII, LLC, its managing member /s/ James V. Baird, General Counsel 2023-09-22 QEM VII, LLC /s/ James V. Baird, General Counsel 2023-09-22 /s/ S. Wil VanLoh 2023-09-22