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Filing Details

Accession Number:: 0001209191-22-002765
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-01-10 19:59:58
Reporting Period:: 2022-01-07

Accepted Time:: 2022-01-10 19:59:58
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1811414	Quantumscape Corp	QS	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1641982	E Justin Mirro	C/O Quantumscape Corporation 1730 Technology Drive San Jose CA 95110		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Disposition	2022-01-07	46,852	$21.03	1,187,204	No	4	S	Indirect	By Kensington Capital Partners, LLC
Class A Common Stock	Disposition	2022-01-07	3,148	$21.64	1,184,056	No	4	S	Indirect	By Kensington Capital Partners, LLC

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	By Kensington Capital Partners, LLC
No	4	S	Indirect	By Kensington Capital Partners, LLC

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	5,294	Direct
Class A Common Stock	250,000	Indirect	By Kensington Capital Trust
Class A Common Stock	250,000	Indirect	By Justin E. Mirro 2020 Qualified Annuity Trust
Class A Common Stock	4,005,102	Indirect	By Kensington Capital Sponsor LLC

Footnotes

All sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.53 to $21.51, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.
Held of record by Kensington Capital Partners, LLC, for which the Reporting Person is the managing member.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.57 to $21.75, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.
Includes 5,294 shares represented by Restricted Stock Units (RSUs). Each RSU represents the Reporting Person's right to receive one share of Class A Common Stock of the Issuer. 100% of the RSUs vest on the first quarterly vesting date following the one-year anniversary of the grant date, subject to the Reporting Person's continued service as of the vesting date.
Held of record by the Kensington Capital Trust under agreement dated June 27, 2020, for which the Reporting Person's spouse serves as a trustee. The Reporting Person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
Held of record by the Justin E. Mirro 2020 Qualified Annuity Trust under agreement dated June 27, 2020, for which the Reporting Person serves as trustee. The Reporting Person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
As a managing member of the managing member of Kensington Capital Sponsor LLC (the "Sponsor"), the Reporting Person may be deemed to share beneficial ownership of the shares of Class A Common Stock held directly by the Sponsor, and disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.