Sec Form 4 Filing - Nanus David @ EVgo Inc. - 2024-12-18

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Nanus David 2. Issuer Name and Ticker or Trading Symbol EVgo Inc. [ EVGO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 1700 BROADWAY, 35TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 12/18/2024 (Street) NEW YORK, NY10019 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock 12/18/2024 C 23,000,000 A 28,882,352 I See footnote ( 1 ) ( 3 ) ( 4 ) Class A Common Stock 12/18/2024 S 23,000,000 D $ 5 ( 2 ) 5,882,352 I See footnote ( 1 ) ( 3 ) ( 4 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Class B Common Stock ( 1 ) 12/18/2024 C 23,000,000 ( 1 ) ( 1 ) Class A Common Stock 23,000,000 $ 0 172,800,000 I See footnote ( 1 ) ( 3 ) ( 4 ) EVgo OpCo LLC Units ( 1 ) 12/18/2024 C 23,000,000 ( 1 ) ( 1 ) Class A Common Stock 23,000,000 $ 0 172,800,000 I See footnote ( 1 ) ( 3 ) ( 4 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Nanus David 1700 BROADWAY, 35TH FLOOR NEW YORK, NY10019 X Signatures /s/ David Nanus by Francine Sullivan, as Attorney-in-Fact 12/20/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The terms of the Amended and Restated Limited Liability Company Agreement of OpCo (as defined below) provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units, together with an equal number of shares of Class B Common Stock of the EVgo Inc. (the "Issuer") for shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed (the "Redemption Right"), subject to conversion rate and other settlement adjustments. The OpCo LLC Units, the shares of Class B Common Stock and the right to exercise the Redemption Right have no expiration date. ( 2 )The reported securities were sold in an underwritten public offering at the public offering price of $5.00 per share. ( 3 )The shares of Class B Common Stock of the Issuer and units of EVgo OpCo, LLC ("OpCo") are held directly by EVgo Holdings, LLC, a Delaware limited liability company ("EVgo Holdings"). EVgo Holdings is controlled by EVgo Member Holdings, LLC, a Delaware limited liability company ("EVgo Member"), and directly holds all reported securities except the 5,882,352 shares of Class A Common Stock of the Issuer, which are directly held by EVgo Member. The sole member of EVgo Member is LS Power Equity Partners IV, L.P., a Delaware limited partnership ("LSPEP IV"), which is managed by LS Power Equity Advisors, LLC, a Delaware limited liability company ("LSP Advisors" and together with EVgo Member and LSPEP IV, the "LS Power Entities"). ( 4 )The reporting person, through his position, relationship and/or affiliation with the LS Power Entities, may have shared voting and investment power with respect to the shares beneficially owned by the LS Power Entities. As such, the reporting person may be deemed to have or share beneficial ownership of the shares beneficially owned by the LS Power Entities. The reporting person disclaims beneficial ownership of such shares.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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