and in the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Costs Associated with Exit or Disposal Activities. On July 29, 2026, ChargePoint Holdings, Inc. (the "Company") implemented a reorganization of its operations including a reduction of the Company's current global workforce by approximately 10% (the “Reorganization”). The Company estimates the aggregate restructuring costs associated with the Reorganization to be approximately $6 million, primarily consisting of severance benefits, employee benefits and related costs and facility-related costs…

shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing. Forward-Looking Statements This Current Report includes “forward-looking statements” within the meaning…

Chief Revenue Officer — John 'David' Vice: Mr. John 'David' Vice separated from his role as Chief Revenue Officer with a four-month transition period.

Chief Executive Officer — Richard Wilmer: The severance and change in control agreement was amended to remove the scheduled termination date, extending it until Mr. Wilmer's separation from the Company.

and in the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Chief Accounting Officer and Principal Accounting Officer — Natella Novruzova: Ms. Novruzova was promoted to Chief Accounting Officer and Principal Accounting Officer with an increased salary and bonus opportunity.

and in the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

and in the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in

Termination of a Material Definitive Agreement. On November 14, 2025, that certain Revolving Credit Agreement, dated as of July 27, 2023 (as amended, modified or supplemented from time to time in accordance with its terms, the “Former Credit Agreement”), by and among the Company, as parent, ChargePoint, Inc., as borrower, certain subsidiaries of the Company, as guarantors, the lender parties thereto and JPMorgan Chase Bank, N.A., as administrative agent, was terminated. The Former Credit Agre…

The Exchange Transaction was effected in reliance on exemptions from registration under the Securities Act of 1933, as amended (the “Securities Act”). The issuance of the Warrants and any issuance of shares of common stock upon exercise of the Warrants or as payment of interest on the Senior Secured Loans are made in a private placement to accredited investors and/or qualified institutional buyers, in reliance on Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D promulgated t…

Entry into a Material Definitive Agreement. Exchange Agreement On November 14, 2025, ChargePoint Holdings, Inc. (the “Company”) entered into a privately negotiated exchange agreement (the “Exchange Agreement”) with certain holders (the “Exchanging Holders”) of its outstanding 7.00% / 8.50% Convertible Senior PIK Toggle Notes due 2028 (the “2028 Notes”). Pursuant to the Exchange Agreement, the Company exchanged $328.6 million in Capitalized Principal Amount (as defined in the 2028 Notes) of th…

and in the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Material Modifications to Rights of Security Holders. The information set forth under

Chief Legal Officer and Corporate Secretary — Rebecca Chavez: Resigned to pursue another professional opportunity.

and in the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

and in the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On February 19, 2025, ChargePoint Holdings, Inc. (the “Company”) was notified by the New York Stock Exchange (the “NYSE”) that it is not in compliance with Section 802.01C of the NYSE Listed Company Manual because the average closing price of the Company’s Common Stock ("the Common Stock") was less than $1.00 over a consecutive 30 trading-day period. The notice does not result in the immediate…

Chief Financial Officer, principal financial officer and principal accounting officer — Mansi Khetani: Ms. Khetani was promoted to multiple senior financial roles within the company.

and in the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

and in the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Costs Associated with Exit or Disposal Activities. On September 4, 2024, the Company announced the reorganization of its operations including a reduction of the Company's current global workforce by approximately 15% (the “Reorganization”). The Reorganization is expected to result in estimated annualized GAAP and non-GAAP operating expense savings of approximately $41 million and $38 million, respectively, while creating efficiencies by streamlining functions across the Company. The Company e…

Chief Financial Officer — Ms. Mansi Khetani: Ms. Khetani was promoted from interim Chief Financial Officer to permanent Chief Financial Officer.

and in the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.