ChargePoint Holdings, Inc. — Form 8-K

ChargePoint established a new director compensation program effective July 21, 2026, providing outside directors annual board service retainers of $40,000 (plus committee chair premiums of $8,000–$30,000) paid in RSUs, new director equity grants of $110,000–$220,000 depending on timing, and annual equity awards of $110,000 in RSUs. All equity vests in quarterly or annual tranches subject to continued service, with full acceleration upon death, disability, or change of control. This is a routine governance policy update with no changes to existing compensation already in place.