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

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Chavez Rebecca
  2. Issuer Name and Ticker or Trading Symbol
ChargePoint Holdings, Inc. [CHPT] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CLO and Corp Secretary
(Last)
(First)
(Middle)
240 EAST HACIENDA AVENUE		 3. Date of Earliest Transaction (Month/Day/Year)
06/03/2024
(Street)

CAMPBELL, CA 95008		 4. If Amendment, Date Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 06/03/2024   A   140,000 (1) A (1) 782,690 D  
Common Stock 06/03/2024   A   189,000 (2) A (2) 971,690 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year) 		7. Title and Amount of Underlying Securities
(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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Chavez Rebecca
240 EAST HACIENDA AVENUE
CAMPBELL, CA 95008		       CLO and Corp Secretary  

Signatures

 /s/ Natella Novruzova - Attorney-in-Fact   06/05/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The Reporting Person was granted restricted stock units ("RSUs"), which represent a contingent right to receive one share of Common Stock for each RSU. The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period commencing on June 20, 2024 with respect to 1/16th on each quarterly vesting date thereafter, provided that the Reporting Person remains in continuous service on each such vesting date. Quarterly vesting dates are September 20, December 20, March 20 and June 20. The RSUs are further subject to the provisions, including acceleration provisions, as set forth in the Issuer's form of Executive Severance Plan entered into by the Reporting Person.
(2) The Reporting Person was granted performance restricted stock units ("PRSUs"), which represent a contingent right to receive one share of Common Stock for each PRSU. The actual PRSUs awarded shall be earned upon the Issuer's common stock achieving certain price per share targets during the 5-year performance period after the date of grant, as determined upon certification of the Issuer's Compensation & Organizational Development Committee. If earned, the eligible PRSUs will vest over a 4-year period commencing on June 20, 2024 with respect to 1/16th on each quarterly vesting date thereafter, provided that the Reporting Person remains in continuous service on each such vesting date. Quarterly vesting dates are September 20, December 20, March 20 and June 20. The PRSUs are further subject to the provisions, including acceleration provisions, as set forth in the Issuer's form of Executive Severance Plan entered into by the Reporting Person.

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