What changed in this filing

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Item 1. Business

2026-03-09 compared with 2025-03-06 · 188 added, 168 removed, 284 unchanged (56% of the section changed)

We are one of the nation’s leading public EV fast charging providers.

With more than 1,100 fast charging stations across over 40 states, we strategically deploy localized and accessible charging infrastructure by partnering with leading businesses across the U.S., including retailers, grocery stores, restaurants, shopping centers, gas stations, rideshare operators and autonomous vehicle companies.

At our Innovation Lab, we perform extensive interoperability testing and have ongoing technical collaborations with leading automakers and industry partners to advance the EV charging industry and deliver a seamless charging experience.

With more than 1,200 fast charging stations across 47 states, we strategically deploy localized and accessible charging infrastructure by partnering with leading businesses across the U.S., including retailers, grocery stores, restaurants, shopping centers, gas stations, rideshare operators and autonomous vehicle companies.

The foundation of our business is building, owning and operating EV fast charging sites that deliver charging to EVs driven by individuals, commercial drivers and fleet operators.

We are prioritizing the build out of high-power chargers, a key market segment that is expected to grow faster than the overall EV charging market.

We prioritize the build out of high-power chargers, a key market segment that is expected to grow faster than the overall EV charging market.

See “— Suppliers and Service Providers — Electricity.” To take advantage of the expected growth in the number of EVs on the road in the U.S., we continue to expand our nationwide network of charging stations, focusing on development of locations with favorable traffic, utilization and financial return characteristics.

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Our partnerships and collaboration with a wide range of automotive OEMs, rideshare operators and other channel partners are designed to support domestic investment in transportation electrification, helping to accelerate EV adoption across the U.S.

Through these partnerships, our network powered more than 860 million electric miles during 2024.

Through these partnerships, our network powered more than 1.1 billion electric miles during 2025.

Total miles delivered is equal to the number of kWh we have dispensed multiplied by Vehicle Efficiency.

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To date, commercial contracts have either been structured as volumetric agreements or included guaranteed payment streams in exchange for guaranteed network access.

To complement our core business model and increase customer reach, we also offer EVgo eXtend, a white label solution, primarily under our charging infrastructure agreement with Pilot Company.

To complement our core business model and increase customer reach, we also offer EVgo eXtend, a white label solution, primarily under our charging infrastructure agreement with the Pilot Company.

EVgo eXtend helps partners invest in and build EV charging stations for use by their customers, leveraging charging assets that are serviced through, and often co-branded with, our national network.

We generate revenue from site development, equipment delivery, engineering and construction activities related to EVgo eXtend stations, as well as ongoing revenue through operations, networking and maintenance of those sites.

In addition to the provision of EV charging infrastructure, we are continuing to develop and deploy innovative software-based, value-added services to drivers and partners.

These offerings enhance the customer experience across our business segments by layering proprietary technology functionality on top of our charging network, with the intention of creating a competitive advantage and providing accretive revenue streams.

These offerings enhance customer experience across our business segments by layering proprietary technology functionality on top of our charging network, with the intention of creating a competitive advantage and providing accretive revenue streams.

We believe that our customizable mobile app makes it easy for EV drivers to locate, initiate, and pay for a charging session while delivering a seamless user experience.

Key features such as Autocharge+ enable drivers who enroll an eligible EV to automatically start a charge simply by plugging in, while EVgo Reservations and EVgo Rewards further enhance the driver experience and provide a clear differentiation from other charging providers.

Other software offerings such as EVgo Inside, a proprietary suite of APIs that enable a third party to embed the complete EVgo experience into

their branded applications, are designed to enhance B2B partner experiences with us.

EVgo Inside is used by some of our largest partners including Amazon, GM, Honda, Lyft, Pilot Company, Presto, Stellantis and Toyota.

Key features such as Autocharge+, which enables drivers who enroll

an eligible EV to automatically start a charge simply by plugging in, EVgo Reservations and EVgo Access further enhance the driver experience and provide a clear differentiation from other charging providers.

Other software offerings such as EVgo Inside, a proprietary suite of APIs that enable a third party to embed EVgo experiences into their branded applications, are designed to enhance B2B partner experiences with us.

EVgo Inside is used by some of our largest partners including GM, Honda, Lyft, Presto, and Toyota.

We also own PlugShare, which is a leading global platform for EV drivers, allowing them to locate and share information relating to public charging stations, offer feedback, plan trips, and rate their charging experiences.

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This grew 1.2 million in 2025 but these vehicles only represent 1.9% of total VIO and are expected to continue to grow, driven by tailwinds such as increased BEV model availability and performance, lower upfront prices for EVs, lower TCO as compared to ICE vehicles, and increased range.

In response to the growing electrification trend, nearly all major automobile manufacturers have committed to the production of EV models, with over 150 EV models expected to be available in the U.S.

in 2025 from over 50 manufacturers.

Additionally, major automobile manufacturers have set aggressive targets for BEV production and sales.

Automobile and battery manufacturers are offering EVs at a wider range of price points and developing batteries with higher efficiencies and lower costs.

There are over 170 EV models expected to be available in North America in 2026 from nearly 25 manufacturers.

Automobile and battery manufacturers are offering EVs at a wider range of price points and developing larger batteries with faster charge rates and lower costs.

Significant EV investment is expected to be made globally through 2030 by participants in the EV charging industry.

Their investments are expected to expand and put EVs and their associated technologies into mass production, which in turn is expected to underpin optimization of the global EV supply chain.

Their investments are expected to increase and put EVs and their associated technologies into mass production, which in turn is expected to underpin optimization of the global EV supply chain.

Efforts to date by OEMs have already lowered the upfront costs of EVs, with further price reductions expected over the next several model years.

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In addition to price and TCO decreases, widespread adoption of EVs will require consumer confidence in vehicle range, charger availability, and increased model choice.

As of December 31, 2024, over 80 BEV models have eclipsed 300 miles of range on a full charge, a notable improvement compared to earlier BEV models.

Researchers and automotive engineers expect that EV ranges will continue to improve as battery technologies advance and costs decline over time.

Beyond increases in range, broadly expanded EV offerings in the SUV, crossover utility vehicle and pickup truck segments

over the next several years are expected to greatly expand the market appeal and reach of EVs and further accelerate adoption of EVs

As of December 31, 2025, nearly 50 BEV models in the U.S.

have eclipsed 300 miles of range on a full charge, a notable improvement compared to earlier BEV models.

Researchers and

automotive engineers expect that EV ranges will continue to improve as battery technologies advance and costs decline over time.

Beyond increases in range, expanded EV offerings in the SUV, crossover utility vehicle and truck segments over the next several years are expected to expand the market appeal and reach of EVs and further contribute to the adoption of EVs.

The market for fulfilling charging demand is bifurcated between high-powered DC fast and ultra-fast charging and lower powered Level 1 (defined below) and Level 2 (defined below) charging.

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As of December 31, 2025, there were approximately 68,000 DCFC charging ports in service in the U.S., an increase of approximately 17,000 from the prior year.

The ratio of DCFC charging ports to EVs in operation has increased by 36% since 2021, and is expected to continue to do so at current levels of forecasted BEV sales and charger deployment levels.

Since 2021, BEVs in operation have increased at a 46% compounded annual growth rate, while the supply of public DCFC ports has increased by only 32%.

The ratio of DCFC charging ports to EVs in operation has increased by 17% since 2021.

Also, since 2021, BEVs in operation have increased 41% while the supply of public DCFC ports has increased at a compounded annual growth rate of only 35%.

has fewer DCFC charging ports in service compared to BEVs in operation than either Europe or China.

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EV Chargers and Standards

We design, through a joint development agreement with Delta, and deploy a DC fast charging station architecture that may include modular power units that are placed under software management and control, allowing power output to be shared dynamically between vehicles that are simultaneously connected to a charger.

We design, through a joint development agreement with Delta, and deploy a DC fast charging station architecture that may include modular power units that are placed under software management and control, allowing power output to be shared dynamically between multiple vehicles that are simultaneously connected to a single charger.

This dynamic power sharing technology reduces upfront capital and ongoing operating costs, maximizing return on investment, while increasing operational flexibility and lowering operating risk, allowing us to meet the increasing charging requirements, including higher charging speeds, higher power provisioning, dynamic energy and demand management, access prioritization, queuing management and scheduling across different EV models, customer types and use cases.

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DCFCs are almost exclusively available in public locations or commercial applications and are capable of adding range of 100 miles in under 10 minutes, where the actual charge rate is capped by the charging capabilities of the particular EV’s charging profile (with lower capability and older EV models sometimes requiring 30 minutes or more for equivalent range) or the DCFC’s maximum charging profile.

As of December 31, 2024, the EVgo Public Network included over 3,400 DCFC stalls at over 1,100 locations — one of the largest public DC fast charging networks in the U.S.

As of December 31, 2025, the EVgo Public Network included approximately 3,900 DCFC stalls at over 1,200 locations — one of the largest public DC fast charging networks in the U.S.

● Level 2 AC Chargers .

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Level 2 chargers are often found in homes, workplaces and long-dwell-time public locations.

Our network includes a number of Level 2 AC chargers.

Our network includes a limited number of Level 2 AC chargers.

● Level 1 AC Chargers .

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is based on a proprietary connector and EV inlet, which Tesla has open-sourced as NACS.

A majority of the largest OEMs have announced plans to adopt the NACS standard in their future EVs for sale in the U.S.

SAE International, a standards-developing organization for automotive engineering professionals, has standardized Tesla’s initial specifications for NACS and released it with the J3400 standard.

A majority of the largest OEMs are adopting the NACS standard in the U.S.

SAE International, a standards-developing organization for automotive engineering professionals, standardized Tesla’s specifications for NACS and released it with the J3400 standard.

NACS and J3400 are often used interchangeably .

Our chargers support each of the fast charging standards described above.

Our first-generation DC fast charging stations contain both CCS and CHAdeMO cables with the current generation of DC fast charging stations including only CCS cables.

Our CCS stations are also accessible to eligible Tesla EVs through the CCS adapter, and with Autocharge+, we can deliver the same plug and charge experience to Tesla drivers that they have on Tesla’s Supercharger network.

In addition, we have begun adding NACS connectors to our fast charging network.

However, continuing to integrate NACS connectors in future charger installations and on certain existing chargers will require investment and management attention.

Our first-generation DC fast charging stations contain both CCS and CHAdeMO cables with the current generation of DC fast charging stations including CCS cables, NACS cables, or both CCS and NACS cables.

Eligible Tesla EVs can also charge at our CCS stations through the CCS adapter, and with Autocharge+, we can deliver the same plug and charge experience to Tesla drivers that they have on Tesla’s Supercharger network.

We continue to integrate additional NACS connectors across the EVgo Public Network to support the transition to NACS.

Continuing to develop access to seamless, integrated charging for all EV drivers remains a core commitment for us.

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Our chargers are generally installed in parking spaces owned or leased by commercial or public-entity Site Hosts that desire to provide charging services at their respective locations.

Commercial Site Hosts include retail and grocery stores, offices, medical complexes, airports and convenience stores.

Commercial Site Hosts include retail, grocery stores, offices, medical complexes, airports and convenience stores.

Our offerings are well aligned with the goals of Site Hosts, as many commercial businesses increasingly view charging capabilities as essential to attracting tenants, employees, customers and visitors and achieving sustainability goals.

Site Hosts are generally able to obtain these benefits at no cost when partnering with us through our owner and/or operator model, in which we are responsible for the development, construction and operation of chargers located on Site Hosts’ properties.

In many cases, Site Hosts will earn revenue from license payments in the form of parking space rental fees that we pay in exchange for use of the site.

In many cases, Site Hosts will earn revenue from parking space rental fees that we pay in exchange for use of the site.

OEM Charging and Related Services

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Existing customers with EVgo accounts are able to access eXtend chargers through our app, among other options.

For some EVgo eXtend customers, we also provide grant application support and related services.

We also provide grant application support and related services to our eXtend customers.

Ancillary Service Offerings

In addition to offering access to our public network, we offer dedicated charging solutions to autonomous vehicle and other fleets.

Through our dedicated fleet product, we develop, build, and service charging assets for fleets either at their own depot locations or at off-site charging hubs that we have secured without requiring a fleet to directly incur capital expenditures.

In addition to offering access to the EVgo Public Network, we offer dedicated charging solutions to autonomous vehicle and other fleets.

Through our dedicated fleet product, we develop, build, and service charging assets for fleets either at their own depot locations or at off-site charging hubs that we have secured.

We offer a variety of pricing models for dedicated charging solutions, including a mix of volumetric commitments and variable and fixed payments for the provision of charging services.

In addition to charging services, we offer a variety of software-driven digital, development and operations services to customers.

These offerings currently include customization of digital applications, charging data integration, loyalty programs, access to chargers behind parking lot or garage pay gates, microtargeted advertising and charging reservations, as well as all services provided under PlugShare such as data, research and advertising services.

We also offer a variety of software-driven digital, development and operations services to customers.

These offerings currently include customization of digital applications, charging data integration, access to chargers behind parking lot or garage pay gates, microtargeted advertising and charging reservations, as well as all services provided under PlugShare such as data, research and advertising services.

Market Opportunity & Strategy

EV market continues to experience significant growth, and the market share of EVs was approximately 8.0% of all vehicle sales in 2024 according to Reuters.

Availability of appropriate charging infrastructure is critical to enabling consumer and commercial adoptions of EVs.

Larger (and thus heavier) EV models, such as SUVs and trucks, being made widely available in the coming years, coupled with an increased number of EV fleets, will require a greater number of easily accessible charging outlets.

Further, DC charging is expected to grow faster than the overall charging market as EV range increases, battery density grows, as EV driver demographics expand to include drivers who do not have access to at-home charging and as ridershare electrification accelerates.

Access to convenient and affordable charging is key to accelerating EV adoption, and our portfolio of public and dedicated high-powered DCFC stations positions us to take advantage of broadening electrification trends.

EV market continues to grow.

The market share of EVs was approximately 7.5% of all vehicle sales in 2025 according to Reuters.

Availa bility of appropriate charging infrastructure is critical to enabling consumer and commercial adoptions of EVs.

Larger (and thus heavier) EV models, such as SUVs and pickup trucks, coupled with an increased number of EV fleets, will require a greater number of easily accessible charging outlets.

Further, increased DC charging is expected to be needed as EV range increases, battery density grows, EV driver demographics continue to expand to drivers who do not have access to at-home charging, and rideshare continues to electrify.

Access to convenient and affordable charging remains key to EV adoption, and our portfolio of public and dedicated high-powered DCFC stations positions us well in the U.S.

We are differentiated as both a designer, through a joint development agreement with Delta, and operator of charging infrastructure focusing on high traffic, high density urban, suburban and exurban areas.

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In addition, our robust underwriting standards underpin disciplined capital allocation.

Experience as an asset owner and operator also provides the essential ingredients for being a partner of first resort in the provision of white label services, creating increased optionality to provide charging services to emerging segments.

Our team has extensive skillsets and expertise in EVSE design, network planning, site selection, site development, permitting and engineering, equipment specification and procurement, site construction and commissioning, as well as operations, maintenance and networking of a distributed network of DCFCs across the country.

The core elements of this ongoing strategy include:

Experience as an asset owner and operator also provides the essential ingredients for being a partner of choice in the provision of white label services, creating increased optionality to provide charging services to emerging segments.

The core elements of our ongoing strategy include:

● Identifying Optimal Charging Sites .

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The tools inform allocations and charger placement at both macro and micro geographical levels — nationally, within a Metropolitan Division, within a specific utility territory and down to specific site locations.

The tools take into account current and projected EV penetration trends, local availability of charging infrastructure, traffic patterns, fleet partner electrification, Site Host locations, input from OEMs, government and utility incentive programs, 30C Credit eligible census tracts, environmental justice and government policies.

Based on these inputs, the tools optimize for financial return, regulatory incentive capture, utilization and network coverage.

Based on these inputs, the tools optimize for financial return, regulatory incentive capture, usage and network coverage.

Our network plan serves to organize the activities and priorities of the internal and external parties involved in deploying the network, allowing us to quickly execute while being efficient with our resources.

● Charging Sites Development, Engineering and Construction.

We have teams of professionals with site leasing expertise who have long-standing relationships with national and regional retail chains and real estate investment trusts.

We have site leasing and real estate professionals who have long-standing relationships with national and regional retail chains and real estate investment trusts.

These teams are focused on securing rights for charging station construction and operation at optimal sites that fit into a national network plan.

In addition, we have Development Engineering and Infrastructure Engineering teams that design site-specific solutions and bid construction projects out to third party engineering, procurement and construction firms.

Our Hardware Engineering team specifies, qualifies, tests, and validates all charging equipment that is deployed to ensure a seamless experience for our customers.

Our Project Management and Grid Integration teams then oversee construction projects, secure permits and easements as needed and help ensure high quality and safety of charging sites.

The Field Operations team commissions the sites and adds them to the active network.

In addition, we have development and infrastructure engineers that design site-specific solutions and bid construction projects out to third party engineering, procurement and construction firms.

Our hardware engineers specify, qualify, test, and validate all charging equipment that are deployed to ensure a seamless experience for our customers.

Our project managers and utility teams then oversee construction projects, secure permits and easements as needed, and help ensure high quality, safety, and energization of charging sites.

The field team commissions the sites.

● Charging Equipment Procurement.

Our Supply Chain team secures all equipment, negotiates pricing, maintains inventory forecasts, and manages logistics and warehousing to ensure that the construction of sites can be carried out in a timely and cost-effective manner.

Our Supply Chain team negotiates manufacturing and services agreements with all suppliers, conducts quarterly and annual business reviews with them, and audits conformance with the terms of our agreements.

Our supply chain experts secure all equipment, negotiate pricing, maintain inventory forecasts, and manage logistics and warehousing to ensure that the construction of sites can be carried out in a timely and cost-effective manner.

They negotiate manufacturing and services agreements with all suppliers, conduct quarterly and annual business reviews with all key suppliers, and audit conformance with the terms of our agreements.

Detailed quality control metrics are measured and reported during these meetings, along with improvement plans as needed.

● Charging Sites Operation.

Our NOC operates from redundant locations on a continuous basis to remotely monitor all sites and charging stations.

Our NOC team remotely monitors all sites and charging stations on a continuous basis.

Our NOC team can identify and address many performance issues remotely, without the need for site visits.

In addition to staffing internal resources, we contract with several national network maintenance firms to ensure response times in as little as four hours when needed.

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Our NOC team also performs regular on-site health checks to ensure that our equipment is operating correctly and that any cosmetic issues are resolved.

Our Customer Care Center also operates from redundant locations and remains readily available to help customers resolve issues that they may encounter.

Our Customer Care Center also operates from multiple locations and

remains readily available to help customers resolve issues that they may encounter.

Our ReNew program has six key pillars of execution — prevention, diagnostics, rapid response, analysis, resilience, and continuous customer service — to further enhance our operating practices.

As part of the program, we continue to replace, upgrade or remove aging chargers to improve network reliability.

As part of the ReNew program, we replace, upgrade or remove aging chargers to improve network reliability.

● Leveraging and Providing Value to Different Stakeholders within EV Ecosystem .

We provide charging services to fleet customers by granting access to our public network and designing, constructing and operating dedicated hubs.

We provide charging services to fleet customers by granting access to the EVgo Public Network and designing, constructing and operating dedicated hubs.

Our track record, in-depth knowledge of various fleets’ needs, fleet-focused software services and network operating approach allow for a differentiated value proposition.

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We are focused on enhancing products and services to maintain a leadership position as a developer and operator of networked charging infrastructure.

Continued research and development activities focused on hardware design, station architecture and our technology stack and software applications widen our competitive positioning and offer the potential for high margin accretive revenue streams.

Through our mobile app for EV drivers, Autocharge+ functionality allowing a seamless charging experience, a customized portal that provides OEM partners with visibility to the EVgo Public Network, the Canary performance modeling tool, and development of sophisticated diagnostics delivered to vendors in real time so that equipment functionality can be enhanced, our tech-enabled services are designed to further strengthen our customer relationships.

Continued research and development activities focused on network optimization, hardware design, station architecture and our technology stack and software applications widen our competitive positioning and offer the potential for high margin accretive revenue streams.

Our mobile app offers EV drivers seamless charging experiences via functionality such as Autocharge+.

Operating portals provide key partners, such as eXtend partners, automakers and site hosts, visibility to relevant aspects of the EVgo Public Network.

Sophisticated, real-time diagnostics allow us to seamlessly manage the customer charging experience and enhance our communications with vendors who are maintaining the network.

Our proprietary network planning, performance modeling, pricing and energy management tools allow us to understand and respond to market conditions.

Together, we believe these technology-enabled products and services strengthen our customer relationships and improve operational efficiencies.

We deliver services to EV drivers through our subsidiary PlugShare, the leading global platform for EV drivers to locate and provide information relating to charging stations and provide feedback on their charging experiences, while leveraging tools like EV Trip Planner.

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We are continuously engaged with federal policymakers, state agencies, utilities, state legislatures and other stakeholders to mitigate risks, shape funding opportunities, reduce electricity rates, implement streamlined EV charging tariffs and interconnection processes and promote competitive ownership of EVSE.

The charging infrastructure sector is evolving as the EV market grows and expands to serve new drivers, and it is likely to become increasingly competitive.

The charging infrastructure sector is evolving as the EV market expands to serve new drivers and EV policies change.

Key parts of the charging value chain include charging equipment manufacturing and sales, charging network operation and ownership, charging software development, and the provision of e-mobility services.

Given the relatively early stage of electrification as a sector, the business models being pursued by each company are still in flux.

In general, charging sector incumbents may expand their product offerings and sales strategies and new well-capitalized competitors may enter the market.

As the charging sector continues to evolve, a number of players have emerged or could emerge as our competitors.

As a leading builder, owner and operator of a public fast charging network, some our competitors include Tesla, Electrify America, ChargePoint and Blink.

The principal competitive factors in the industry include charger count, locations, accessibility and quality of the customer experience;

DCFC network availability and reliability, scale and local density;

charger connectivity to EVs and ability to charge all standards;

speed of charging relative to expected vehicle dwell times at the location;

The business models being pursued by each company in the charging competitive landscape are varied.

As a leading builder, owner and operator of a public fast charging network, some our competitors include Tesla, Electrify America, ChargePoint, Ionna, and Blink.

The principal competitive factors in our industry include charger count, locations, and accessibility;

charger connectivity to EVs and ability to charge widely adopted standards;

speed of charging relative to expected vehicle dwell times at a location;

adjacent amenities;

software-enabled services;

operator brand, track record and reputation;

DCFC network reliability, scale and local density;

software-enabled service offerings and overall customer experience;

operator brand, track record and

access to equipment vendors and service providers;

access to public policy support and pricing;

and access to capital to support network expansion.

policy support incentives;

Existing competitors may expand their product offerings and sales strategies, new competitors may enter the market and certain fleet customers may choose to install and operate their own charging infrastructure.

If our market share decreases due to increased competition, our revenue and ability to generate profits in the future may be impacted.

Barriers to entry in the EV charging market may erode as a result of government intervention and various support programs, leading to more competitors with a variety of profitability objectives.

We have competitive advantages in delivering charging services driven by network scale, network design, experience developing and operating DCFC infrastructure, OEM partnerships, rideshare partnerships, brand equity, longstanding reputation in the industry, a well-established supply chain, differentiated station design and software enabled service offerings and network effects driven by a large number of repeat customers.

Competition arising from use of other types of alternative fuel vehicles such as plug-in hybrid EVs, hydrogen, and high fuel economy gasoline and diesel-powered vehicles could inhibit growth in the EV sector.

Competition arising from use of other types of alternative fuel vehicles such as hydrogen, plug-in hybrid EVs, extended-range EVs, and high fuel economy gasoline and diesel-powered vehicles could inhibit growth in the EV sector.

Suppliers and Service Providers

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We have invested in and maintain long-term relationships with suppliers and service providers.

We design stations and specify EV chargers in-house and outsource production to an assortment of manufacturers.

We design stations and customize EV chargers in-house or in collaboration with manufacturers and outsource production.

Based on a rigorous certification and qualification testing process, we have established commercial relationships with multiple EV charger manufacturers.

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For the year ended December 31, 2025, Delta provided 80.5% of our total charging equipment compared to 77.3% for the year ended December 31, 2024.

In January 2025, we also entered into a joint development agreement with Delta to develop our next generation of charging infrastructure.

We also have a joint development agreement with Delta to develop our next generation of charging infrastructure.

We also typically contract with and manage specialized electrical and civil contractors to perform station construction and maintenance activities.

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Supply charges assessed to recover the cost of fuel and/or purchased power may be updated more frequently.

In deregulated utility markets like the Northeast, Mid-Atlantic, and Texas, we have entered into fixed-price contracts to manage the underlying risk associated with the potential for volatility in supply costs and continue to explore the opportunity to enter into similar contracts for additional charging sites.

In markets that permit competitive retail supply – including portions of the Northeast, Mid-Atlantic, Texas, and California, we have entered into fixed-price contracts to manage the underlying risk associated with the potential for volatility in supply costs and continue to explore the opportunity to enter into similar contracts for additional charging sites.

Where we do not purchase electricity directly from the local utility, we obtain electricity through the Site Host and reimburse the Host at a pre-negotiated rate.

Customers, Partnerships and Strategic Relationships

We have established partnerships and strategic relationships with key OEMs, including GM, Honda, Nissan, and Toyota, Site Hosts and fleet operators, as discussed further below.

We have established partnerships and strategic relationships with key OEMs, including GM, Honda, and Toyota, Site Hosts and fleet operators, as discussed further below.

These relationships allow us to access new customers and build brand awareness through co-marketing.

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We have established, invested in and maintained long-term relationships with Site Hosts with national and regional multi-site portfolios of commercial and retail properties.

Our Site Hosts span a wide array of industries and locations, including airports, automobile dealers, healthcare/medical facilities, hotels, mixed-use facilities, municipal locations, parks and recreation areas, parking lots, restaurants, retailers, schools and universities, stadiums, supermarkets, transportation hubs and workplace locations.

Our Site Hosts span a wide array of industries and locations, including hotels, near airports, mixed-use facilities, municipal locations, parks and recreation areas, parking lots, restaurants, retailers, schools and universities, stadiums, supermarkets, transportation hubs and workplace locations.

We have numerous master agreements with Site Hosts that enable the conversion of prospect sites into locations that can be developed by standardizing terms and conditions for site control.

Our ownership model is attractive to Site Host partners as it allows them to offer an EV charging amenity to their customers without needing to incur upfront capital expenditures or ongoing operating costs while generating rent revenue from us.

The benefits offered to Site Hosts through our business model continue to provide us with access to the highest quality property owners, grocery store chains, parking garages, airports and convenience stores.

We had two customers that collectively comprised 41.7% and 45.7% of our total net accounts receivable as of December 31, 2024 and 2023, respectively.

The benefits offered to Site Hosts through our business model continue to provide us with access to the highest quality sites that meet our return hurdles.

We had one customer that comprised 40.4% of our total net receivables as of December 31, 2025 and two customers that collectively comprised 41.7% of our total net receivables as of December 31, 2024.

For the years ended December 31, 2025 and 2024, one customer represented 30.2% and 33.5%, respectively, of our total revenue.

As we and the EV industry continue to grow, we expect revenues will be generated from a larger and an increasingly varied group of customers and commercial partners.

In the ordinary course of business, we engage in active discussions and renegotiations with our commercial partners with respect to the

solutions we provide and the terms of their agreements, including fees.

In the ordinary course of business, we engage in active discussions and renegotiations with our commercial partners with respect to the solutions we provide and the terms of their agreements, including fees.

Most of our contracts with our commercial partners have multi-year terms and some have the right to terminate prior to the end of the term.

The loss of any of our largest commercial partners or the renegotiation of any of our largest contracts with our commercial partners could adversely affect our results of operations.

On December 12, 2024, the Borrower entered into the Guarantee Agreement with the DOE as guarantor.

Pursuant to the Guarantee Agreement, the DOE agreed to issue a loan guarantee on behalf of the Borrower with respect to a term loan facility, or the DOE Loan, established between the Borrower and the FFB.

The DOE Loan is made pursuant to the Title XVII Loan Guarantee Program, which permits the DOE to issue loan guarantees in connection with loans issued by the FFB to fund certain eligible projects.

The DOE Loan is structured as a senior secured loan facility of up to $1.248 billion, consisting of $1.05 billion of principal and up to $193 million of capitalized interest, subject to modification as set forth in the Guarantee Agreement.

The DOE Loan provides that the Borrower may draw on the DOE Loan, each such draw, an Advance, at any time during the Availability Period.

O n December 12, 2024, Swift Borrower entered into the Guarantee Agreement with the DOE as guarantor .

The DOE Loan is structured as a senior secured loan facility of up to $1.248 billion, consisting of $1.05 billion of principal and up to $193 million of capitalized interest.

The DOE Loan provides that Swift Borrower may draw on the DOE Loan, each such draw, an Advanc e, at any time during the Availability Period.

Advances under the DOE Loan are subject to the satisfaction of customary conditions, including certification of compliance with the loan documents and specified legal requirements and the ongoing accuracy of representations and warranties.

The Borrower submitted its first request for an Advance of $75.3 million and received such Advance in January 2025.

As the current administration continues to review and adopt policies that impact the EV sector, there is a risk that changes in regulatory, executive or legislative policy could result in delays or otherwise unduly affect our ability to obtain further Advances under the DOE Loan.

All proceeds from the DOE Loan will be used to reimburse us for up to 80% of certain costs associated with the construction, installation and deployment of approximately 7,500 new DC Stalls nationwide.

At the closing of the DOE Loan, we contributed 1,594 DC Stalls from our existing public network to the Borrower as collateral, and we may be required to contribute additional DC Stalls or cash to the Borrower from time to time.

We, through our subsidiary, EVgo Services, will provide charge point operator services to the Borrower for the duration of the DOE Loan.

At the closing of the DOE Loan, we contributed 1,594 DC Stalls from our existing public network to Swift Borrower as collateral, and we may be required to contribute additional DC Stalls or cash to Swift Borrower from time to time.

We, through our subsidiary, EVgo Services, will provide charge point operator services to Swift Borrower for the duration of the DOE Loan.

Cash received from revenues generated from the contributed DC Stalls is restricted to ensure that we have sufficient funds to keep the contributed stalls operational and make our required debt service and fee payments.

The DOE Loan matures on January 7, 2042.

Beginning on March 15, 2030, the Borrower will be required to make quarterly payments of principal and interest to the FFB.

Beginning on Ma rch 15, 2030 , Swift Borrower will be required to make quarterly payments to the FFB.

Interest rates are fixed at the applicable long-dated U.S.

Treasury rate plus a combined liquidity spread and risk-based charge of approximately 1.2% in the aggregate, and accrued interest is capitalized until the end of the Availability Period.

Subject to certain conditions, including the existence of no events of default, the Borrower may voluntarily prepay any or all of the principal outstanding under the DOE Loan.

Additionally, in the event of a Mandatory Prepayment Event (as defined in the Guarantee Agreement), the Borrower shall be required to prepay certain amounts outstanding under the DOE Loan.

The Borrower’s obligations to the DOE and FFB under the DOE Loan are secured by a first priority security interest (subject to customary exceptions and permitted liens) in, among other things, the assets of the Borrower and the equity interests of the Borrower.

The Guarantee Agreement contains customary representations and warranties as well as affirmative and negative covenants (including restrictions on Borrower making distributions to affiliates).

The Guarantee Agreement also contains customary events of default including failure to make payments when due, failure to maintain the required debt service coverage ratio, the occurrence of a Change of Control (as defined in the Guarantee Agreement) or other breaches under the Guarantee Agreement.

Subject to certain conditions, including the existence of no events of default, Swift Borrower may voluntarily prepay any or all of the principal outstanding under the DOE Loan.

Additionally, in the event of a Mandatory Prepayment Event (as defined in the Guarantee Agreement), Swift Borrower shall be required to prepay certain amounts outstanding under the DOE Loan.

Swift Borrower’s obligations to the DOE and FFB under the DOE Loan are secured by a first priority security interest (subject to customary exceptions and permitted liens) in, among other things, the assets of Swift Borrower and the equity interests of Swift Borrower.

The Guarantee Agreement contains customary representations and warranties as well as affirmative and negative covenants (including restrictions on Swift Borrower making distributions to affiliates).

The Guarantee Agreement also contains customary events of default including failure to make payments when due, failure to maintain the required debt

service coverage ratio, the occurrence of a Change of Control (as defined in the Guarantee Agreement) or other breaches under the Guarantee Agreement.

If an event of default occurs, the DOE has certain rights and may, among other options and in its discretion, assess fees and penalties, enforce the collateral, and declare all amounts under the DOE Loan payable immediately in full.

On July 20, 2020, we entered into the GM Agreement to build fast charger stalls that we will own and operate as part of our public network.

The GM Agreement has been amended several times to, among other things, expand the overall number of charger stalls to be installed from 2,750 to 2,850, adjust charger stall installation targets, extend the completion deadline to June 30, 2028, provide for a payment of $7,000,000 in December 2022 in exchange for our agreement to apply certain branding decals on the fast chargers funded by GM pursuant to the GM Agreement and additional payments for changes to GM’s charger branding, and maintain a specified uptime percentage (described below) over the term of the GM Agreement.

In the most recent amendment to the GM Agreement, a certain portion of the charger stalls that we are required

to build are required to have additional specifications, or the Flagship Stalls.

Pursuant to the GM Agreement, we are required to meet certain quarterly milestones measured by the number of charger stalls installed, and GM is required to make certain payments based on charger stalls installed.

As of December 31, 2025, the outstanding balance under the DOE Loan was $140.6 million, which includes $5.6 million in paid-in-kind interest.

As of December 31, 2025, Swift Borrower had $919.3 million of principal available to borrow under the DOE Loan, subject to the satisfaction of conditions contained in the Guarantee Agreement.

As of December 31, 2024, there were no amounts outstanding under the DOE Loan.

The weighted average interest rate on the outstanding amounts under the DOE Loan as of December 31, 2025 was 5.62% .

Credit Agreement

On the Voyager Closing Date, Voyager Borrower entered into the Credit Agreement.

The Credit Agreement provides for a term facility of up to $300 million, consisting of (i) the Commitments and (ii) the Incremental Facility.

Voyager Borrower may make Borrowings und er the Credit Agreement from time to time during the Voyager Availability Period.

Borrowings under the Credit Agreement are subject to the satisfaction of customary conditions, including contribution to Voyager Borrower by EVgo Services of the EV fast charging stalls to which the applicable Borrowing relates, delivery of a Borrowing notice and the ongoing accuracy of certain representations and warranties.

All proceeds from the Credit Agreement will be used to reimburse EVgo Services for up to 60% of certain costs associated with the construction, installation and deployment of the stalls contributed to Voyager Borrower by EVgo Services pursuant to the terms of the Credit Agreement and pay for certain transaction costs.

The Loans are expected to support more than 1,900 stalls nationwide, including the buildout of more than 1,500 new stalls and 400 stalls that EVgo Services contributed from its existing public network to Voyager Borrower as collateral in connection with the initial borrowing on July 24, 2025.

Under the terms of the Credit Agreement, EVgo Services may contribute additional stalls or cash to Voyager Borrower from time to time during the Voyager Availability Period.

EVgo Services will provide charge point operator services to Voyager Borrower in connection with the project for the duration of the Credit Agreement.

Loans under the Credit Agreement may, at the election of Voyager Borrower, be in the form of a SOFR Loan or an ABR Loan (each as defined in the Credit Agreement).

SOFR Loans bear interest at a rate per annum equal to Term SOFR (as defined in the Credit Agreement) plus (i) 3.25% for the period from the Voyager Closing Date until and excluding the fourth anniversary of the Voyager Closing Date and (ii) 3.50% for the period from and including the fourth anniversary of the Voyager Closing Date and thereafter.

ABR Loans bear interest at a rate per annum equal to ABR (as defined in the Credit Agreement) plus (i) 2.25% for the period from the Voyager Closing Date until and excluding the fourth anniversary of the Voyager Closing Date and (ii) 2.50% for the period from and including the fourth anniversary of the Voyager Closing Date and thereafter.

Voyager Borrower began making quarterly interest payments in the year ended December 31, 2025.

Subject to certain conditions, including the existence of no events of default, Voyager Borrower may voluntarily prepay any or all of the principal amounts outstanding under the Credit Agreement.

Additionally, upon the occurrence of certain mandatory prepayment events set forth in the Credit Agreement, Voyager Borrower may be required to prepay certain amounts outstanding under the Credit Agreement.

Voyager Borrower’s obligations to the Lenders under the Credit Agreement are required to be secured by a first priority security interest (subject to customary exceptions and permitted liens) in, among other things, the assets of Voyager Borrower and the equity interests of Voyager Borrower.

As of December 31, 2025, the outstanding balance under the Loan was $65.8 million.

As of December 31, 2025, Voyager Borrower had $159.2 million of principal remaining available to borrow under the Commitments, subject to the satisfaction of customary conditions.

The weighted average interest rate on the outstanding amounts under the Credit Agreement as of December 31, 2025 was 6.92%.

On July 20, 2020, we entered into the GM Agreement to build fast charger stalls that we will own and operate as part of the EVgo Public Network.

The GM Agreement has been amended several times to, among other things, expand the overall number of charger stalls to be installed from 2,750 to 2,850, adjust charger stall installation targets, extend the completion deadline to June 30, 2028, provide for a payment of $7,000,000 in December 2022 in exch ange for our agreement to apply certain branding decals on the fast chargers funded by GM pursuant to the GM Agreement and additional payments for changes to GM’s charger branding, maintain a specified uptime percentage (described below) over the term of the GM Agreement, and provide certain charging credits to GM EV customers.

A certain portion of the charger stalls that we are required to build are Flagship Stalls.

Pursuant to the GM Agreement, we are required to meet certain quarterly milestones measured by the number of charger stalls completed, and GM is required to mak e certain payments based on charger stalls completed.

Under the GM Agreement, we are required to install a total of 2,850 charger stalls by June 30, 2028, 81.4% of which were required to be and were installed by December 31, 2025.

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We are also required to maintain network availability (i.e., the percentage of time a charger is operational and available on the network) of at least 97% across Flagship Stalls and 95% across the rest of the GM network.

In addition to the capital-build program, we are committed to providing GM EV customers with reservations and certain of our services at a discounted rate and branding on chargers.

In addition to the capital-build program, we are co mmitted to providing GM EV customers with a certain aggregate amount of charging credits.

The GM Agreement is subject to early termination in certain circumstances, including in the event we fail to meet the quarterly charger stall installation milestones or maintain the specified level of network availability.

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In the event we fail to meet a charger stall-installation milestone or maintain the required network availability in a calendar quarter, GM has the right to provide us with notice of such deficiency within 30 days of the end of the quarter.

If the same deficiency still exists at the end of the quarter immediately following the quarter for which a deficiency notification was delivered, GM may immediately terminate the agreement and seek pre-agreed liquidated damages of up to $15.0 million.

Nissan Agreement

We executed the Nissan Agreement in June 2019, which provides for joint marketing activities, charging credit programs for purchasers or lessees of Nissan EVs, and a capital-build program.

Under the joint-marketing activities provisions of the Nissan Agreement, we were obligated to spend a specified amount annually on joint-marketing activities that were mutually agreed upon with Nissan until March 1, 2024.

Under the charging credit program provisions in the Nissan Agreement, credits for charging are allocated to purchasers or lessees of Nissan EVs, and such purchasers or lessees are permitted to charge their EV for 12 months at no charge to the participant, up to the amount of the charging credit allocated to such participant or on an unlimited basis, depending on the model of Nissan EV purchased or leased.

Until March 1, 2024, in the event a participant did not use the entire amount of the allocated charging credit or if the annual charging credit pool was not exhausted within a specific period, a portion of the remaining dollar value of such credit rolled over to subsequent periods, and a portion was retained by us.

Since March 1, 2024, Nissan has been required to make additional payments to the extent needed to support charging credits for new enrollees, and unused funds from such additional payments will be returned to Nissan at the end of the term.

For Nissan EV purchasers or lessees receiving unlimited charging, we receive an upfront activation fee for each purchaser or lessee as well as a usage-based fee.

The capital-build program provided for in the Nissan Agreement required us to install, operate and maintain public, high-power dual-standard chargers in specified markets pursuant to a schedule that outlined the build timelines for the chargers to be constructed, or the Build Schedule.

We have fulfilled our capital-build program obligations under the Nissan Agreement.

Under the terms of the GM Agreement, we and GM can agree to adjust quarterly charger stall installation milestones from time to time, provided that the quarterly targets for an applicable calendar year must equal the total annual target under the GM Agreement for such year.

Pilot Infrastructure Agreement

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The stalls will be located at the Pilot Company sites across the U.S .

Pursuant to the Pilot Infrastructure Agreement, we are required to meet certain construction milestones measured by the number of sites commissioned, and the Pilot Company is required to make certain payments each month based on completion of pre-engineering and development work, the progress of construction at each site and for each charger procured by us.

Subject to extensions of time for specified excusable events, if we are unable to meet our commissioning obligations, the Pilot Company will be entitled to liquidated damages calculated per day, subject to a cap of $30,000 at each site.

The Pilot Infrastructure Agreement includes customary events of default such as those resulting from insolvency, material breaches, and extended unexcused noncompliance, in each case subject to applicable notice and cure periods and other customary limitations on the parties’ ability to seek available remedies, including early termination.

Additional provisions that may permit or cause early termination include the Pilot Company’s right to terminate after 1,000 stalls have been completed, our inability to secure

certain chargers and a material increase in the price of chargers due to a change in law.

Additional provisions that may permit or cause early termination include the Pilot Company’s right to terminate after 1,000 stalls have been completed, our inability to secure certain chargers and a material increase in the price of chargers due to a change in law.

If the Pilot Company elects to terminate the Pilot Infrastructure Agreement after 1,000 stalls have been completed, the Pilot Company must pay us a termination fee per stall for those not built;

such fee varies based on the number of stalls already built.

If we are wholly or partially unable to perform our obligations under the Pilot Infrastructure Agreement due to certain circumstances outside our control, including delays by permitting authorities and utilities or certain force majeure events, such inability will not be considered a breach or default under the Pilot Infrastructure Agreement.

If we are wholly or partially unable to perform our obligations under the Pilot Infrastructure Agreement due to certain circumstances outside our control, including delays by permitting

authorities and utilities or certain force majeure events, such inability will not be considered a breach or default under the Pilot Infras tructure Agreement.

In 2025, we surpassed the 1,000 completed stalls milestone.

Under the Pilot O&M Agreement, we are required to perform operations, maintenance and networking services on stalls built and commissioned under the Pilot Infrastructure Agreement in exchange for payment of a monthly fee by the Pilot Company to us.

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State, regional and local regulations for installing EV charging stations vary from jurisdiction to jurisdiction and may include permitting requirements, inspection requirements, licensing of contractors and certifications.

Handbook 44 establishes a model weights and measures code, which covers numerous measuring and weighing devices including EV chargers.

The latest version for EV charging has been adopted by law in 30 states, and most of these states are currently not expected to begin enforcing the regulations until 2028, although this timeline is subject to change.

California adopted its own weights and measures regulations in 2019 and was the first state to begin enforcing these requirements.

The Texas Department of Licensing and Regulation and Michigan Department of Agriculture & Rural Development have subsequently adopted their own regulations, and other states are actively considering measures.

For example, Handboo k 44 establishes a model weights and measures code, which covers numerous measuring and weighing devices including EV chargers.

The latest version for EV charging has been adopted by law in 34 states, but implementation of Handbook 44 is still under development in most of these states.

California has adopted its own weights and measures regulations and was the first state to begin enforcing these requirements.

More recently, the Texas Department of Licensing and Regulation, the Michigan Department of Agriculture & Rural Development and the Florida Department of Agriculture and Consumer Services have adopted their own regulations, and other states are actively considering measures.

We anticipate more widespread enforcement of the regulations by 2028, although this timeline is subject to change.

Generally, public utilities commissions and state legislatures across the country have determined that EV charging service providers will not be regulated as utilities.

The determination not to regulate us as a utility generally frees us from being subject to more burdensome regulatory requirements and provides us with greater flexibility to set rates, including setting pricing for EV charging on a per-kWh basis across our portfolio of public chargers.

A number of public policies have been promulgated in the last several years to encourage EV adoption as well as incentivize investments in charging infrastructure to support the success of EV sales.

For example, the IIJA, which was signed into law in November 2021, included up to $7.5 billion in funding for EV charging infrastructure , largely on highway corridors, through the DOT, and the IRA, which was signed into law in August 2022, extended a tax credit for qualified plug-in EVs with a maximum credit of $7,500, depending on vehicle weight and battery capacity, and created new tax credits for previously owned EVs and commercial vehicles.

The IRA included new domestic content and critical mineral sourcing requirements and eliminated a cap on the availability of tax credits for individuals who purchased vehicles from OEMs that had reached certain production levels.

We are closely monitoring potential changes to these tax provisions under the 119 th Congress, which began in January 2025, and other administrative actions under the current administration and assessing any potential impact on our business.

Outside of federal activity, s everal states also offer various rebates, grants and tax credits to incentivize both EV purchases and leases .

In addition to state incentive programs, d emand for EVs has also been encouraged by regulatory developments and changes in consumer habits.

For example, California has set an aggregate goal of more than seven million EVs on the road by 2030, which, the CEC estimates, will require one million private and shared public chargers.

To this end, in December 2024, the CEC approved an investment plan for $1.4 billion in state funding under its Clean Transportation Program, which funds its EV infrastructure programs .

Additionally, California has enacted the Clean Miles Standard aimed at reducing greenhouse gas emissions from TNCs, such as rideshare vehicles, through electrification and other means.

Other jurisdictions have followed suit, with New York City’s Taxi and Limousine Commission’s Green Rides Initiative requiring rideshare trips to be electric or wheelchair accessible by 2030, and Massachusetts offering financial incentives for TNC drivers to purchase EVs.

Because we are not regulated as a utility, we have greater flexibility to set rates, including pricing for EV charging on a per-kWh basis across our public network.

A number of public policies have been promulgated at the federal and state levels in the last several years related to EV adoption, including incentives for charging infrastructure to support EV sales.

An example of a federal program is the NEVI Program, which provides incentives from state departments of transportation for EV charging infrastructure, largely on highway corridors.

An example of a state program is the CEC’s Clean Transportation Program, which allocates funding each year toward EV charging incentive programs .

Other policies exist to encourage electrification of rideshare and autonomous vehicles.

For example, California has enacted the Clean Miles Standard aimed at reducing greenhouse gas emissions from TNCs, such as rideshare vehicles, through electrification and other means.

California Senate Bill No.

500, which passed in 2021, requires that autonomous vehicles be zero-emission by 2030.

Outside of California, New York City’s Taxi and Limousine Commission’s Green Rides Initiative requires rideshare trips to be electric or wheelchair accessible by 2030, and Massachusetts offers financial incentives for TNC drivers to purchase EVs.

These initiatives , combined with a shift toward car-sharing and mobility as a service offering, are expected to accelerate EV adoption by fleets in the coming years .

Federal and state governments have historically maintained a suite of standards and regulations for vehicle fuel economy and emissions that impact car manufacturers' product offerings and investment plans.

Since 2025, the current administration launched multiple regulatory proceedings to amend or rescind federal regulations.

Most recently, in February 2026, the EPA rescinded the 2009 Greenhouse Gas Endangerment Finding, resulting in the removal of greenhouse gas regulations for light-duty vehicles, which rescission we expect to be subject to legal challenge.

Additionally, NHTSA has proposed amending the CAFE standards from model year 2022-2031 and no longer consider plug-in vehicles or BEVs when calculating fuel economy, meaning that under the proposal, only gas vehicles would be evaluated for compliance with CAFE standards.

While this proposal is still pending, CAFE civil penalties were reduced to zero dollars as part of OBBBA, which passed in summer 2025.

Although we are not a car manufacturer and thus not directly subject to these standards, they may indirectly affect our business by sending a market signal for car manufacturers to adjust their EV offerings, potentially impacting demand for charging services over the long term.

The shifting regulatory environment, coupled with the sunset of vehicle incentives under OBBBA, have been contributing factors in the reduction of investments by OEMs in EVs.

For example, General Motors announced in January 2026 that it would take a $6 billion charge as part of its EV investments reduction.

At the state level, California has historically set its own regulations under Section 177 of the Clean Air Act (42 U.S.C.

However, in 2025, President Trump signed a Congressional Review Act resolution to repeal and nullify California’s ACC II regulation that had directed automakers to sell a growing percentage of ZEVs, culminating in 100% new ZEV sales in 2035.

Roughly a dozen states adopted this regulation, but many of our markets achieving the highest throughput per stall did not.

California is currently in the process of developing new vehicle regulations.

In October 2025, CARB launched its Drive Forward initiative to develop a new phase of light-duty vehicle regulations.

CARB’s publicly stated timeline indicates this may be finalized as soon as mid-2027.

We continue to monitor federal and state changes to these regulations to inform our network plan and VIO projections.

Grants and Incentives

We continuously pursue public grants and leverage utility incentives to reduce capital expenditures.

We pursue a wide variety of public grants and leverage utility incentives to reduce capital expenditures.

We have resources that help shape, monitor, submit for and utilize available grant and incentive funding for the development of DCFCs on a state, local and national level.

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We have received awards for grants and incentives from state energy offices, state departments of transportation, local air districts, and utility rebate and “make-ready” programs.

We have historically benefitted from the availability of 30C income tax credits, which effectively subsidizes the cost of placing our charging stations in service.

The IRA revised the 30C income tax credits to extend the credit until December 31, 2032, introduce the concept of transferability of such tax credits, expand the credit such that it is capped at $100,000 per item and increase eligibility requirements to require installation of EV charging stations in certain census tracts along with meeting prevailing wage and apprenticeship requirements, among other changes.

In recent years, we benefited from the availability of 30C income tax credits, which effectively subsidizes the cost of placing our charging stations in service within specific census tracts.

The OBBBA accelerated the phase-out of many IRA credits and the 30C income tax credit is now scheduled to expire on June 30, 2026 for any property placed in service after that date.

During the year ended December 31, 2025, we transferred EVgo OpCo’s 2024 30C income tax credits for net cash proceeds of approximately $14.8 millio n.

See Part I, Item 1A, “ Risk Factors — Risks Related to the EV Market — The EV market currently benefits from the availability of rebates, tax credits and other financial incentives from governments, utilities and others to offset the purchase or operating cost of EVs and EV charging stations.

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” for further discussion.

During the year ended December 31, 2024, we transferred EVgo OpCo’s 2023 30C income tax credits for cash proceeds, net of transaction costs, of $9.0 million.

We intend to continue to seek additional grants, rebates, subsidies and incentives as an effective avenue to reduce our capital investment in the promotion, purchase and installation of charging stations where applicable.

Regulations Affecting EV Adoption

In 2024, the EPA announced a final rule, the Multi-Pollutant Emissions Standards for Model Years 2027 and Later Light-Duty and Medium-Duty Vehicles that sets new emissions standards for vehicles starting with model year 2027.

Although we are not a car manufacturer and thus not directly subject to these standards, such standards may still indirectly affect our business by sending a market signal for vehicle manufacturers to increase their EV offerings, which would likely result in increased demand for charging services.

We are monitoring any potential changes to these regulations but do not expect them to impact our network plan or projections for VIO in the near-term.

Additionally, California has set its own regulations under Section 177 of the Clean Air Act (42 U.S.C.

§7507), and as of December 31, 2024, over 15 states have adopted all or part of California’s low-emission and zero-emission vehicle regulations.

ACC II regulation directs automakers to sell a growing percentage of ZEVs, culminating in 100% new ZEV sales in 2035.

In December 2024, the EPA granted CARB’s waiver request to implement and enforce ACC II.

Additionally, in December 2024, the U.S.

Supreme Court released an order declining to consider challenges to California’s authority, stipulated in the Clean Air Act, to set vehicle emission standards but agreed to hear a procedural issue that could affect the ultimate outcome of the case on remand.

We continue to monitor legal activity concerning California’s ZEV regulations.

However, many of our markets achieving the highest throughput per stall are located in states that have not adopted this regulation.

Waste Handling and Disposal

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These laws generally regulate the generation, storage, treatment, transportation and disposal of solid and hazardous waste and may impose strict, joint and several liability for the investigation and remediation of areas where hazardous substances may have been released or disposed of.

For instance, CERCLA, also known as the superfund law, in the U.S.

and comparable state laws impose liability, without regard to fault or the legality

of the original conduct, on certain classes of persons that contributed to the release of a hazardous substance into the environment.

For instance, CERCLA, also known as the superfund law, and comparable state laws impose liability, without regard to fault or the legality of the original conduct, on certain classes of persons that contributed to the release of a hazardous substance

into the environment.

These persons include current and prior owners or operators of the site where the release occurred as well as companies that disposed or arranged for the disposal of hazardous substances found at the site.

Under CERCLA, these persons may be subject to joint and several strict liability for the costs of cleaning up the hazardous substances that have been released into the environment, for damages to natural resources and for the costs of certain health studies.

CERCLA also authorizes the EPA and, in some instances, third parties to act in response to threats to the public health or the environment and to seek to recover from the responsible classes of persons the costs they incur.

We may also generate or dispose of solid wastes, which may include hazardous wastes that are subject to the requirements of the RCRA and comparable state statutes.

CERCLA also authorizes the EPA and, in some instances, third parties to act in response to threats to public health or the environment and to seek to recover from the responsible classes of persons the costs they incur.

We rely on our recycling partners to make determinations regarding the handling of our waste.

A release of hazardous substances in connection with our business may give rise to liabilities under CERCLA or similar state laws, which, if material, may adversely affect our business and financial condition.

We may also generate or dispose of solid wastes, which may include hazardous wastes that are subject to the requirements of RCRA and comparable state statutes.

While RCRA regulates both solid and hazardous waste, it imposes strict requirements on the generation, storage, treatment, transportation and disposal of hazardous wastes.

Certain components of our charging stations may be excluded from RCRA’s hazardous waste regulations, provided certain requirements are met.

However, if these components do not meet all of the established requirements for the exclusion, or if the requirements for the exclusion change, we may be required to treat such products as hazardous waste, which are subject to more rigorous and costly disposal requirements.

Certain components of our charging stations could potentially be subject to RCRA’s hazardous waste regulations at end-of-life, but qualify for exclusions to such regulations, provided certain requirements are met.

However, if these components do not meet all of the requirements for the exclusion, or if the requirements for the exclusion change, we may be required to treat such products as hazardous waste at end-of-life, with such wastes being subject to more rigorous and costly disposal requirements.

Any such changes in the laws and regulations, or in our ability to qualify the materials we use for exclusions under such laws and regulations, could adversely affect our operating expenses.

Renewable Energy Markets

As part of our business strategy, we market the electricity provided from our charging stations as 100% matched with purchases of RECs.

As part of our business strategy, we purchase RECs from accredited suppliers to match the non-renewable portion of electricity consumed across our public network.

Any claims we make to consumers about our use of renewable energy are subject to regulation by the FTC.

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Failure to comply with such regulations can result in substantial monetary penalties or otherwise impact our results of operations.

Therefore, we purchase certified RECs in order to qualify the electricity we distribute through charging stations as renewable energy and will continue to purchase certified RECs in the future to substantiate claims that the electricity provided from our charging stations is 100% matched with purchases of renewable energy.

Therefore, we purchase certified RECs in order to qualify the electricity we distribute through charging stations, excluding renewable energy procured from the grid, as renewable energy and will continue to purchase certified RECs in the future to substantiate claims that the electricity provided from our charging stations is either 100% matched with purchases of renewable energy or is comprised of renewable energy procured from the grid.

Additionally, as part of our business model, we project the number of RECs needed and purchase such RECs to meet this projection.

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If material, this may adversely affect our business and financial condition .

LCFS Credits As a charging station owner and operator, we earn regulatory credits, such as LCFS credits and other regulatory credits, in states where such programs are enacted, including the LCFS Program in California, the Clean Fuels Program in Oregon, and the Clean Fuel Standard in Washington.

As a charging station owner and operator, we earn regulatory credits, such as LCFS credits and other regulatory credits, in states where such programs are enacted, including the LCFS Program in California, the Clean Fuels Program in Oregon, and the Clean Fuel Standard in Washington.

These credits are generated through charging station operations based on the volume of kWh sold.

We earn additional revenue through the sale of these credits to buyers obligated to purchase the credits to comply with the program mandates.

In California, we actively seek to maximize the number of credits generated per kWh of energy sold by sourcing renewable electricity.

The availability of such credits depends on continued governmental support for these programs and regulatory frameworks that make it possible for us to participate in these credit markets.

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We believe that our people are our most important asset to help us achieve our mission.

We are focused on fostering a mission-driven workforce with a broad set of perspectives, experiences, and backgrounds to ensure that we are customer centric, collaborative, and innovative to lead to our collective success.

Our human capital management strategy is integrated and aligned with the overall leadership objectives and is designed to attract, develop, and retain a high performing workforce to sustain our business, both today and in the future.

We are focused on fostering a mission-driven workforce with a broad set of perspectives, experiences, and backgrounds to ensure that we are customer centric,

collaborative, and innovative to lead to our collective success.

Our human capital management strategy is integrated and aligned with our overall leadership objectives and is designed to attract, develop, and retain a high performing workforce to sustain our business, both today and in the future.

We are focused on maintaining a culture of operational excellence that supports our employees, customers, and the many communities we serve.

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We are focused on maintaining the highest standards of ethical conduct on which our business and reputation have been built.

As of February 15, 2025, we had 329 full-time employees and two part-time employees.

As of December 31, 2025, we had 376 full-time employees.

None of our employees are represented by a labor union or covered by a collective bargaining agreement.

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Health and Safety.

We are committed to protecting the health and safety of our employees, contractors and the communities we serve.

We are committed to protecting the health and safety of our people and the communities we serve.

Our commitment is demonstrated by providing the tools and skill building needed to help ensure that our employees can perform their work safely.

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In order to maximize our customer base, we believe that our products and services need to be available to all people regardless of their background.

To uphold our vision, we commit to reflecting the communities we serve and implementing policies and practices that positively impact the many stakeholders we interact with.

To uphold our vision, we commit to reflecting on the communities we serve and implementing policies and practices that positively impact the many stakeholders we interact with.

We strive to protect the environment and help tackle climate change, accelerating the transition to clean energy.

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Over 60% of the EVgo Public Network currently serves an environmentally impacted community, which means one of our DC Stalls is within a 10-minute drive of those communities.

Impacted communities are defined as more diverse, less affluent, and more impacted by air pollution (particulate matter 2.5 micrometers or smaller (“PM 2.5 ”) > 50) than the average neighborhood in a given geography according to the Environmental Justice Screening and Mapping Tool.

● Partnering for Good :

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We have an all-employee “EVgo Academy” program that includes Master Classes and other training resources.

In October 2024, we hosted our third company-wide EVgo University event covering in-depth facets of our business, including our mission, vision and values, what we are doing to enhance our customer experience, our technology strategy including the use of artificial intelligence, and developing team building, including collaboration, as well as personal well-being.

We conduct periodic employee engagement surveys throughout the year for our employees to provide input on how we can improve.

In February 2026, we hosted our company-wide EVgo University event covering in-depth facets of our business, including our mission, vision and values, what we are doing to enhance our customer experience, our product and technology strategy including the use of artificial intelligence, and developing team building, including collaboration, as well as personal well-being.

We conduct an annual employee engagement survey for our employees to provide input on how we can improve through meaningful actions.

We also offer tuition reimbursement programs to our eligible employees.

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Our compensation program is designed to attract and reward talented individuals who possess the skills necessary to support our business objectives, assist in the achievement of our strategic goals and create long-term value for our stockholders.

We provide employees with compensation packages that include competitive salaries, annual discretionary performance bonuses tied to objectives and key results, and, for all full-time employees, long-term equity awards tied to time-based vesting conditions.

We provide employees with compensation packages that include competitive salaries, annual discretionary performance bonuses tied to objectives and key results, and, for all salaried employees, long-term equity awards tied to time-based vesting conditions.

We believe that a compensation program with both short-term and long-term awards provides fair and competitive compensation and aligns employee and stockholder interests, including by incentivizing business and individual performance (pay for performance), motivating long-term performance and integrating compensation with our business plans.

8 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business