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Filing Details

Accession Number:: 0001209191-23-017439
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-03-08 21:44:53
Reporting Period:: 2023-03-06

Accepted Time:: 2023-03-08 21:44:53
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
1398826	Jagdeep Singh	C/O Quantumscape Corporation 1730 Technology Drive San Jose CA 95110	Chief Executive Officer	Yes	Yes	Yes	Yes

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	Acquisiton	2023-03-06	2,188,411	$0.00	2,188,411	No	4	C	Indirect	By Jagdeep Singh 2020 Annuity Trust A dated September 1, 2020
Class A Common Stock	Disposition	2023-03-06	2,188,411	$0.00	0	No	4	G	Indirect	By Jagdeep Singh 2020 Annuity Trust A dated September 1, 2020
Class A Common Stock	Acquisiton	2023-03-06	2,188,411	$0.00	2,188,411	No	4	G	Indirect	By Trusts
Class A Common Stock	Acquisiton	2023-03-06	2,188,411	$0.00	2,188,411	No	4	C	Indirect	By Roshni Singh 2020 Annuity Trust A dated September 1, 2020
Class A Common Stock	Disposition	2023-03-06	2,188,411	$0.00	0	No	4	G	Indirect	By Roshni Singh 2020 Annuity Trust A dated September 1, 2020
Class A Common Stock	Acquisiton	2023-03-06	2,188,411	$0.00	2,188,411	No	4	G	Indirect	By Trusts
Class A Common Stock	Acquisiton	2023-03-06	478,747	$0.00	1,449,624	No	4	C	Indirect	By: The Singh Family TR DTD 10/3/96
Class A Common Stock	Disposition	2023-03-06	478,747	$9.03	970,877	No	4	S	Indirect	By: The Singh Family TR DTD 10/3/96
Class A Common Stock	Acquisiton	2023-03-07	301,406	$0.00	1,272,283	No	4	C	Indirect	By: The Singh Family TR DTD 10/3/96
Class A Common Stock	Disposition	2023-03-07	301,406	$8.37	970,877	No	4	S	Indirect	By: The Singh Family TR DTD 10/3/96
Class A Common Stock	Acquisiton	2023-03-08	355,000	$0.00	1,325,877	No	4	C	Indirect	By: The Singh Family TR DTD 10/3/96
Class A Common Stock	Disposition	2023-03-08	355,000	$7.78	970,877	No	4	S	Indirect	By: The Singh Family TR DTD 10/3/96

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	By Jagdeep Singh 2020 Annuity Trust A dated September 1, 2020
No	4	G	Indirect	By Jagdeep Singh 2020 Annuity Trust A dated September 1, 2020
No	4	G	Indirect	By Trusts
No	4	C	Indirect	By Roshni Singh 2020 Annuity Trust A dated September 1, 2020
No	4	G	Indirect	By Roshni Singh 2020 Annuity Trust A dated September 1, 2020
No	4	G	Indirect	By Trusts
No	4	C	Indirect	By: The Singh Family TR DTD 10/3/96
No	4	S	Indirect	By: The Singh Family TR DTD 10/3/96
No	4	C	Indirect	By: The Singh Family TR DTD 10/3/96
No	4	S	Indirect	By: The Singh Family TR DTD 10/3/96
No	4	C	Indirect	By: The Singh Family TR DTD 10/3/96
No	4	S	Indirect	By: The Singh Family TR DTD 10/3/96

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class B Common Stock	Disposition	2023-03-06	2,188,411	$0.00	2,188,411	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2023-03-06	2,188,411	$0.00	2,188,411	$0.00
Class B Common Stock	Stock Option (right to buy)	Disposition	2023-03-06	852,630	$0.00	852,630	$0.64
Class A Common Stock	Class B Common Stock	Disposition	2023-03-06	478,747	$0.00	478,747	$0.00
Class B Common Stock	Stock Option (right to buy)	Disposition	2023-03-07	534,166	$0.00	534,166	$0.64
Class A Common Stock	Class B Common Stock	Disposition	2023-03-07	301,406	$0.00	301,406	$0.00
Class B Common Stock	Stock Option (right to buy)	Disposition	2023-03-08	624,078	$0.00	624,078	$0.64
Class A Common Stock	Class B Common Stock	Disposition	2023-03-08	355,000	$0.00	355,000	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0			No	4	C	Indirect
0			No	4	C	Indirect
2,193,212	2014-02-13	2023-04-08	No	4	M	Direct
1,714,465			No	4	C	Direct
2,248,631	2014-02-13	2023-04-08	No	4	M	Direct
1,947,225			No	4	C	Direct
2,571,303	2014-02-13	2023-04-08	No	4	M	Direct
2,216,303			No	4	C	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	2,650,596	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Class A Common Stock	Class B Common Stock	$0.00			9,208,063	9,208,063	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	9,208,063	9,208,063	Indirect

Footnotes

Immediately upon disposition, the shares of Class B Common Stock were automatically converted into shares of Class A Common Stock on a one-to-one basis, in accordance with the Issuer's Amended and Restated Certificate of Incorporation.
Compulsory transfers of shares from Reporting Person's trust to estate planning trusts for no consideration based on terms originally entered into in September 2020.
The Reporting Person's family members are beneficiaries of the trusts. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
Immediately prior to the conversion and sale of the shares, such shares were registered in the name of the Reporting Person's family trust.
Sales to cover estimated taxes and costs associated with the exercise of expiring options. The options were granted in April 2013 and due to expire April 2023.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.64 to $9.37, 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 Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.23 to $8.73, 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 Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.64 to $8.14, 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 Form 4.
Includes 1,508,154 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. A portion of the RSUs vest each quarter, subject to the Reporting Person's continued service as of each vesting date.
Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis and has no expiration date in accordance with the Issuer's Amended and Restated Certificate of Incorporation.