EVgo Inc. 10-Q

Item 5. Other Information During the three months ended March 31, 2024, the following Section 16 officer adopted, modified or terminated a “Rule 10b5-1 trading arrangement” (as defined in Item 408 of Regulation S-K of the Exchange Act): ​ ● On March 19, 2024 , Dennis Kish , the Company’s President , terminated a 10b5-1 trading plan that he had previously adopted on September 27, 2023 . Mr. Kish’s former plan provided for the sale of up to 61,268 shares of the Company’s Class A Common Stock from December 2023 through March 2025, of which 12,896 shares had not yet been sold as of the date of the termination of the plan. ● On March 22, 2024 , Mr. Kish amended a separate 10b5-1 trading plan that he had previously adopted on September 27, 2023 , in order to include additional equity awards that were not included in the original plan. The amended trading plan provides for the sale of up to 172,174 shares of the Company’s Class A common stock until August 31, 2025 (or such earlier time as provided pursuant to the terms of the trading plan). The first possible trade date under the amended plan is August 10, 2024. There were no “ non-Rule 10b5-1 trading arrangements” (as defined in Item 408 of Regulation S-K of the Exchange Act) adopted, modified or terminated during the three months ended March 31, 2024 by any of the Company’s Section 16 officers or directors. Each of the existing Rule 10b5-1 trading arrangements of the Company’s Section 16 officers are in compliance with the Company’s Insider Trading Policy, and any actual sale transactions made pursuant to such trading arrangements were disclosed publicly in Section 16 filings with the SEC in accordance with applicable securities laws, rules and regulations. ​ ​ Item 6. Exhibits See Exhibit Index. ​ ​ 49 Table of Contents EXHIBIT INDEX ​ ​ Exhibit No. Description 3.1 Third Amended and Restated Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 22, 2023). 3.2 Amended and Restated Bylaws of the Company (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on July 8, 2022). 4.1 Specimen Class A Common Stock Certificate (incorporated by reference to Exhibit 4.2 to the Company’s Registration Statement on Form S-1 (Registration No. 333-248718), filed with the Securities and Exchange Commission on September 10, 2020). 4.2 Specimen Warrant Certificate (incorporated by reference to Exhibit 4.4 to the Company’s Registration Statement on Form S-1 (Registration No. 333-248718), filed with the Securities and Exchange Commission on September 10, 2020). 4.3 Warrant Agreement, dated September 29, 2020, between the Company and Continental Stock Transfer & Trust Company (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on October 5, 2020). 10.1†† Amended & Restated Employment Agreement, dated January 17, 2024, between EVgo Services LLC and Dennis Kish (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on January 17, 2024). 31.1* Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2* Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1† Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 101.INS XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document 101.SCH* XBRL Taxonomy Extension Schema Document 101.CAL* XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF* XBRL Taxonomy Extension Definition Linkbase Document 101.LAB* XBRL Taxonomy Extension Label Linkbase Document 101.PRE* XBRL Taxonomy Extension Presentation Linkbase Document 104 Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101) * Filed herewith. † Furnished herewith. †† Indicates a management contract or compensatory plan, contract or arrangement. ​ ​ 50 Table of Contents SIGNATURES ​ ​ Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. ​ ​ ​ ​ ​ EVgo Inc. ​ ​ ​ Date: May 7, 2024 By: /s/ Badar Khan ​ Name: Badar Khan ​ Title: Chief Executive Officer ​ ​ (Principal Executive Officer) ​ ​ ​ Date: May 7, 2024 By: /s/ Olga Shevorenkova ​ Name: Olga Shevorenkova ​ Title: Chief Financial Officer ​ ​ (Principal Financial Officer and Principal Accounting Officer) ​ ​ ​ 51