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Amendment No. 2 to Schedule 13D details that CC Capital GP, LP affiliates and Chinh E. Chu (collectively the 鈥淩eporting Persons鈥�) continue to hold 7,187,500 Class A ordinary shares of M3-Brigade Acquisition V Corp. (the 鈥淚ssuer鈥�), representing 20 % of the outstanding class. The filing date is 7 July 2025 and reflects a material change triggered by execution of a Business Combination Agreement.

Definitive Business Combination Agreement 鈥� On 7 July 2025 the Issuer agreed to merge with ReserveOne, Inc. and related entities. Before closing, the SPAC will domesticate from the Cayman Islands to Delaware; Class A and Class B shares will convert into new Class A-1 and A-2 shares and then into Pubco Class A and Class B shares. Pubco Class B shares will carry 10 votes per share versus one vote for Class A.

Capital Structure & Funding 鈥� Financing includes (i) an Equity PIPE of up to $500 million (share-plus-warrant unit at $10.00, payable in cash or Bitcoin) and (ii) a Convertible Notes PIPE of up to $250 million at 1.00% with a $50 million overallotment option. Net proceeds will be converted into Bitcoin, aligning with Pubco鈥檚 strategy to hold a diversified crypto basket (BTC, ETH, SOL and others) and potentially generate yield via staking and lending.

Sponsor Economics 鈥� The new sponsor鈥檚 Pubco Class B shares are subject to earn-out forfeiture if the share price fails to reach $12 and $14 targets within five years. Additional earn-out shares relate to warrant exercise levels and convertible-note funding. All sponsor shares and private warrants will be locked up for up to one year (or earlier upon price or liquidity events).

Governance & Timing 鈥� Upon closing (targeted Q4 2025) Pubco鈥檚 board will have nine members, eight chosen by ReserveOne and one by the Issuer. Registration-rights, lock-up and sponsor support agreements have been executed to backstop the transaction.

The Reporting Persons may buy, sell or hedge the Issuer鈥檚 securities going forward, and the filing incorporates multiple exhibits (Business Combination Agreement, Sponsor Support, Lock-Up, PIPE documents) for full terms.

ChargePoint Holdings, Inc. (CHPT) filed a Form 4 disclosing that director Elaine L. Chao received a grant of 254,785 Restricted Stock Units (RSUs) on 07/08/2025. The RSUs convert into an equal number of common shares once the service-based vesting condition is met, which occurs on the earlier of (i) one year after the grant date or (ii) the next annual shareholder meeting, provided Ms. Chao remains in service.

Because RSUs are granted at no cash cost (reported price $0.00), the transaction reflects compensation rather than an open-market purchase. Following the award, Ms. Chao鈥檚 direct beneficial ownership rises to 422,096 common shares, up from roughly 167,311 shares prior to the grant.

No derivative securities were reported, and there were no dispositions. The filing signals ongoing alignment of the director鈥檚 interests with shareholders through additional equity, but it does not imply incremental cash investment by the insider.

ChargePoint Holdings, Inc. (CHPT) filed a Form 4 disclosing that board member Roxanne Bowman received 254,785 Restricted Stock Units (RSUs) on 07/08/2025. Each RSU represents the contingent right to receive one share of common stock, bringing Bowman鈥檚 total beneficial ownership to 770,067 shares.

The award carries a service-based vesting condition that will be satisfied on the earlier of (i) the one-year anniversary of the grant date or (ii) the next annual shareholders鈥� meeting, provided Bowman remains in continuous service. The grant was recorded at a transaction price of $0, indicating it is an equity incentive rather than an open-market purchase.

No derivative transactions were reported, and there were no sales of shares. The filing reflects routine director compensation and does not, by itself, signal a material change in ChargePoint鈥檚 financial outlook or capital structure.

ChargePoint Holdings, Inc. (NYSE: CHPT) filed an 8-K covering board and corporate actions taken between 7-7-2025 and 7-9-2025.

Key personnel change: Chief Legal Officer & Corporate Secretary Rebecca Chavez will resign effective July 25, 2025 to pursue another opportunity.

2025 Annual Meeting results (58.6 % quorum):

• Four Class II directors were re-elected to serve until 2028.
• PWC ratified as independent auditor for FY 2026.
• Advisory 鈥渟ay-on-pay鈥� passed (80.3 m for vs. 15.2 m against).
• Reverse Stock Split amendment approved (232.9 m for, 34.1 m against) allowing a split ratio between 1-for-2 and 1-for-30.
• Corporate Opportunity Waiver amendment failed.
• Adjournment authority approved.

Reverse stock split executed: On July 9, 2025 the Nominating & Governance Committee set the ratio at 1-for-20, effective 12:01 a.m. ET on July 28 2025. Outstanding shares will drop from ~467.1 million to ~23.4 million; equity awards, warrants and convertible notes will be proportionally adjusted. No fractional shares will be issued; cash will be paid in lieu. The action targets regaining NYSE compliance after falling below the US$1.00 minimum price in February 2025. Trading symbol remains CHPT; new CUSIP 15961R 303.

Material implications for investors:

• The split should immediately lift the per-share price and preserve the NYSE listing, but it does not improve underlying fundamentals.
• Share count reduction may increase per-share metrics (EPS, book value) mechanically, with no change in proportional ownership.
• Departure of the CLO introduces near-term succession and governance risk.
• Failure of the corporate opportunity waiver suggests some shareholder concern over governance amendments.

ChargePoint Holdings (CHPT) Chief Revenue Officer John David Vice reported a mandatory stock sale transaction on June 23, 2025. The insider sold 7,858 shares at a price of $0.6657 per share as part of a "sell to cover" transaction to satisfy tax withholding obligations related to the vesting of restricted stock units (RSUs).

Key details of the transaction:

• Following the transaction, the CRO retains direct beneficial ownership of 2,519,642 shares
• The sale was non-discretionary and automatically executed to cover tax obligations
• Transaction was executed under the company's equity incentive plan requirements
• Filing was signed by attorney-in-fact Natella Novruzova on June 24, 2025

This Form 4 filing indicates a routine insider transaction for tax purposes rather than a discretionary trading decision by the executive.

ChargePoint Holdings (NYSE:CHPT) filed a Form 4 reporting that Chief Commercial Officer Jagdeep Singh sold 35,070 shares of common stock on 06/23/2025 at an average price of $0.6657 per share.

The transaction was a mandatory 鈥渟别濒濒-迟辞-肠辞惫别谤鈥� to satisfy tax-withholding obligations arising from the vesting of restricted stock units, as indicated in the filing鈥檚 explanatory note. It was not a discretionary trade.

After the sale, Singh still beneficially owns 2,613,290 shares of ChargePoint common stock. No derivative transactions or additional sales were reported.

ChargePoint (NYSE: CHPT) filed a Form 4 disclosing that CFO Mansi Khetani automatically sold 26,798 common shares on 06/23/2025 at an average price of $0.6657 per share. The sale was executed solely to satisfy tax-withholding obligations triggered by the vesting of restricted stock units and was carried out under the company鈥檚 mandatory sell-to-cover program, indicating it was not a discretionary trade.

After the transaction, Khetani continues to beneficially own 2,702,180 shares of ChargePoint common stock. No other purchases, sales, or derivative transactions were reported, and there were no changes to her indirect holdings. The Form 4 contains no additional material disclosures or strategic implications for the company.

ChargePoint (NYSE:CHPT) filed a routine Form 4 detailing a single insider transaction. On 06/23/2025, Chief Legal Officer and Corporate Secretary Rebecca Chavez sold 36,090 common shares at an average price of $0.6657 per share (鈮� $24 thousand total).

The filing states the sale was automatically executed to satisfy tax-withholding obligations arising from the vesting of restricted stock units under the company鈥檚 equity incentive plan (鈥渟别濒濒-迟辞-肠辞惫别谤鈥�). The transaction was non-discretionary and represents approximately 1.4 % of her post-sale holdings, leaving her with 2,637,478 shares held directly.

No additional acquisitions, dispositions, derivative transactions, or changes in ownership structure were reported. The disclosure does not indicate any strategic or operational impact on the company.

ChargePoint Holdings reported insider trading activity on Form 4 for President and CEO Richard Wilmer on June 28, 2025. The transaction involved the withholding of 55,460 shares of common stock at a price of $0.6866 per share on June 20, 2025.

Key details:

• Transaction was not a direct sale but represents shares withheld for tax obligations related to vesting of restricted stock units
• Following the transaction, Wilmer maintains direct beneficial ownership of 9,928,441 shares
• The reporting person serves as both Director and President/CEO of ChargePoint
• Transaction was executed under transaction code 'F' indicating payment of exercise price or tax withholding

The filing was signed by Attorney-in-Fact Natella Novruzova on June 24, 2025. This transaction appears to be a routine withholding of shares for tax purposes rather than a discretionary sale by the insider.