TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo May 20, 2022 Rebecca Chavez General Counsel ChargePoint Holdings, Inc. 240 East Hacienda Avenue Campbell, CA 95008 Re: ChargePoint Holdings, Inc. Registration Statement on Form S-3 Filed May 12, 2022 File No. 333-264884 Dear Ms. Chavez: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Gregory Herbers at 202-551-8028 with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing cc: David Young