Jagdeep “JD” Singh
Chief Customer Experience Officer at CHPT
Executive
About Jagdeep “JD” Singh
Jagdeep “JD” Singh is ChargePoint’s Chief Customer Experience Officer, age 55, appointed effective March 1, 2024 after serving as SVP, Customer Services since October 2022 . He previously led Global Customer Services at Hewlett Packard Enterprise (HPE) (2015–2022), and holds an MBA (Santa Clara University), MS in Computer Science, and BS in Electrical Engineering (CSU Chico) . CHPT’s FY2025 bonus plan paid 0% as adjusted EBITDA targets were missed, and executive equity shifted toward PRSUs tied to stock price appreciation—indicating a high “at‑risk” mix while absolute stock price pressure necessitated a 1-for-20 reverse split in July 2025 to regain NYSE compliance .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Hewlett Packard Enterprise | SVP & GM, Global Customer Services (Global Support, Professional Services, Managed Services, Customer Success) | 2015–2022 | Led global post‑sales services and customer success at scale |
| ChargePoint | SVP, Customer Services | Oct 2022–Feb 2024 | Built/ran customer services as CHPT scaled deployments |
| ChargePoint | Chief Customer Experience Officer | Mar 2024–present | Executive ownership of end‑to‑end customer experience |
External Roles
- None disclosed (no current public company board seats or external directorships referenced for Singh) .
Fixed Compensation
| Item | Initial Offer (Sep 2, 2022) | Fiscal 2025 |
|---|---|---|
| Base salary | $350,000 (annual) | $425,000 (annual) |
| Target bonus % | 40% of base salary | 60% of base salary |
| Actual bonus paid | Not disclosed for FY2023/FY2024 NEO status | $0 (0% payout company-wide) |
FY2025 cash bonus metrics were 50% full‑year adjusted EBITDA and 50% Q4 adjusted EBITDA; minimum thresholds (90% of FY target and 100% of Q4 target) were not met, resulting in 0% payout and settlement feature in stock if earned .
Performance Compensation
Annual Bonus (FY2025)
| Metric | Weighting | Target/threshold disclosure | Actual/achievement | Payout | Settlement |
|---|---|---|---|---|---|
| Adjusted EBITDA (full year) | 50% | Threshold ≥90% of FY target; specific target amounts not disclosed | Below threshold | 0% | Shares if earned (plan design) |
| Adjusted EBITDA (Q4) | 50% | Threshold 100% of Q4 target; no partial credit | Below threshold | 0% | Shares if earned (plan design) |
Equity Mix and PRSUs (FY2025 program)
| Component | Design | Status at FY2025 year‑end |
|---|---|---|
| PRSUs (50% of annual exec equity, excl. CEO) | Four stock‑price appreciation objectives over a four‑year performance period; service-based vesting quarterly | No portion vested as of Jan 31, 2025 |
| RSUs (time‑based) | Service‑based vesting per grant schedules | Ongoing per schedules below |
Singh’s FY2025 Equity Grants and Vesting Schedules
| Grant | Grant date fair value | Vesting schedule |
|---|---|---|
| Annual focal RSU (June 2024) | $288,750 | Quarterly over 4 years; 1/16 each quarter starting Jun 20, 2024; then Mar 20/Jun 20/Sep 20/Dec 20 thereafter, service‑based |
| Spot RSU (Dec 2024) | $377,000 | Quarterly over 2 years; 50% on first anniversary of Dec 20, 2024, then 1/8 quarterly; quarterly vest dates Mar 20/Jun 20/Sep 20/Dec 20, service‑based |
Equity Ownership & Alignment
Beneficial Ownership (as of April 30, 2025)
| Holder | Shares beneficially owned | % of outstanding | Notes |
|---|---|---|---|
| Jagdeep “JD” Singh | 325,658 | <1% | Includes 94,909 RSUs vesting within 60 days (total shares outstanding: 461,648,150) |
Outstanding Equity Awards (as of Jan 31, 2025)
| Award type | Vesting start | Unvested shares (#) | Market value at $0.9622/share | Notes |
|---|---|---|---|---|
| RSU | 10/31/2022 | 141,511 | $136,162 | Service‑based per plan |
| RSU | 09/01/2023 | 46,478 | $44,721 | Service‑based |
| RSU | 12/20/2023 | 67,500 | $64,949 | Service‑based |
| RSU | 06/03/2024 | 153,125 | $147,337 | Service‑based |
| RSU | 12/03/2024 | 325,000 | $312,715 | Service‑based |
| PRSU (unearned) | 06/03/2024 | 59,063 | $56,830 | Performance-based; none vested as of FY end |
- Options: None disclosed for Singh (no options exercisable/unexercisable listed) .
- Stock ownership guidelines: CEO 5x base salary; other execs 1x base salary; unvested time-based RSUs count toward compliance; 5-year period to attain .
- Hedging/pledging: Hedging prohibited; pledging requires compliance officer approval; no pledges disclosed for Singh .
- Equity plan overhang: 40.35M RSUs/PRSUs outstanding; 31.67M shares available under 2021 EIP as of Jan 31, 2025 .
Employment Terms
| Provision | Terms |
|---|---|
| Employment | Offer letter dated Sep 2, 2022 (SVP Customer Services) |
| Initial equity at hire (2022) | Target $4,000,000 RSUs; 2‑year “front‑load” over 5‑year vesting, 1‑year cliff then quarterly; subject to plan/committee approval |
| Severance (non‑CIC) | 6 months base salary + 6 months COBRA (lump sum), upon qualifying termination (Cause/Good Reason definitions per plan) |
| Severance (CIC double‑trigger) | 1x base salary + 1x target annual bonus + 12 months COBRA; time‑based equity vests 100%; performance equity vests at greater of target or actual (except awards with specific CIC terms) |
| Death/Disability | 100% vesting of unvested time‑based equity; performance awards per award agreements |
| Clawback | Dodd‑Frank compliant recoupment policy adopted Nov 2023; separate discretionary clawback for SVPs |
| Insider trading policy | No hedging/derivatives; pledging only with compliance approval |
| Ownership guidelines | 1x salary for non‑CEO executive officers; 5 years to comply; unvested time-based RSUs count |
Performance & Track Record (contextual)
- FY2025 bonus program paid 0% company‑wide due to failure to meet adjusted EBITDA thresholds (FY and Q4) .
- Company highlighted revenue, adjusted EBITDA, and absolute stock price performance as key pay‑vs‑performance linkages; PRSUs align to stock price appreciation .
- NYSE minimum price non‑compliance in Feb 2025 led to shareholder‑approved reverse split (1‑for‑20) implemented July 28, 2025 to regain compliance .
Governance, Say‑on‑Pay, and Peer Benchmarking
- Say‑on‑pay approval: ~90% support at 2024 annual meeting (no program changes as a result) ; 2023 support ~81% ; 2025 vote results: For 80,276,324; Against 15,215,788; Abstain 1,709,858 .
- Compensation committee and consultant: Independent committee engaged FW Cook for FY2025; no conflicts found .
- Peer group used for benchmarking (FY2025): Alteryx, Ameresco, Arlo, Array, Aspen Aerogels, Bloom, Clean Energy Fuels, EVgo, Fastly, FuelCell, PagerDuty, Stem, Sunnova, SunPower, Sunrun, Vicor (no explicit target percentile disclosed) .
Risk Indicators & Red Flags
- No option repricing or tax gross‑ups disclosed; double‑trigger CIC structure (shareholder‑friendly) .
- Anti‑hedging policy with restricted pledging; none disclosed for Singh .
- Company‑level legal/governance: stockholders did not approve removing the corporate opportunity waiver from the Charter in 2025; reverse split authorized/implemented for NYSE compliance .
- Insider selling pressure: Quarterly RSU vesting cadence (Mar 20/Jun 20/Sep 20/Dec 20) could create periodic 10b5‑1/Form 4 flow; specific transactions for Singh not available in company proxy—Form 4 review recommended .
Data Gaps and Where to Look
- Form 4 insider activity (to quantify selling pressure) was not available through these documents; retrieve recent Forms 4 for “Jagdeep Singh” or “Jagdeep ‘JD’ Singh” (ChargePoint) on the SEC EDGAR site for transaction dates, shares, and 10b5‑1 plans. We searched CHPT proxies/10‑Ks and 8‑Ks and did not find Form 4 detail in these documents.
Investment Implications
- Pay-for-performance alignment: FY2025 zero cash bonus and PRSUs tied to stock price create high operating and market execution sensitivity; near‑term dilution/overhang exists but equity vests over time and PRSUs require price hurdles .
- Retention risk vs. selling pressure: Singh holds a meaningful unvested RSU/PRSU stack with quarterly vesting, supporting retention but potentially adding periodic sell flow; absence of options and anti‑hedging policy reduce leverage/hedge risk .
- Change‑in‑control economics: Standard double‑trigger with 1x salary + 1x target bonus and full vesting of time‑based equity balances retention and shareholder alignment without excessive multiples .
- Ownership alignment: Beneficial ownership <1% with unvested time‑based RSUs counting toward 1x salary guideline; no pledges disclosed for Singh .
- Macro signal: The reverse split/NYSE compliance episode underscores equity volatility and heightens the importance of PRSU hurdles and EBITDA improvement in driving realizable pay and mitigating dilution .
Key sources: FY2025 and FY2026 Proxy Statements (DEF 14A), FY2024/FY2025 10‑K and related 8‑Ks for appointments, severance plans, bonus design, equity grants, and ownership.
Citations:
- Executive role/age/education:
- Offer letter and initial comp:
- Base salary/bonus targets/payout:
- Equity grants (FY2025) and vesting dates:
- Outstanding awards and values:
- Beneficial ownership and breakdown:
- Ownership guidelines, clawback, insider policy:
- Severance/CIC plan terms:
- PRSU program and status:
- Equity plan info:
- Say‑on‑pay results and committee/peer:
- NYSE notice/reverse split: