[144] QuantumScape Corporation SEC Filing

Rhea-AI Filing Summary

QuantumScape (QS) Form 144 notice reports a proposed sale of 47,727 shares of Class A common stock through Morgan Stanley Smith Barney LLC on or about 08/18/2025, with an aggregate market value of $430,974.81. The shares were acquired via RSU vesting on 08/15/2025 and paid as compensation. The filing also discloses sales by the same persons during the prior three months totaling 510,809 shares for gross proceeds of $3,624,148.75. Outstanding shares are listed as 522,939,205, indicating these transactions represent a very small fraction of the company's share count. The filing is a regulatory notice of intended insider sales and includes the seller's representation about absence of undisclosed material information.

Positive

• Regulatory compliance: The filer submitted a Form 144 notice documenting proposed insider sales as required.
• Transparency on acquisition: The filing specifies the shares were acquired via RSU vesting on 08/15/2025 and paid as compensation.

Negative

• Insider selling activity: Prior three-month sales total 510,809 shares for $3,624,148.75, which may be interpreted unfavorably by some investors.

Insights

Securities Analyst

TL;DR: Insider is selling vested RSUs; sizes are immaterial relative to float, so impact is likely neutral.

The Form 144 shows a proposed sale of 47,727 shares valued at $430,974.81 and prior three-month sales of 510,809 shares for $3.62 million. Given the company's stated outstanding share count of 522,939,205, these amounts represent a negligible percentage of total shares outstanding. The filing documents compliance with Rule 144 requirements and discloses the acquisition source as RSU vesting and payment as compensation, which are routine for employee holdings. From a market-impact perspective, these disclosed volumes are unlikely to move share price materially.

Corporate Governance Expert

TL;DR: Disclosure aligns with regulatory requirements; the representation about no undisclosed material information is standard.

The notice includes the required certification that the seller is not aware of any undisclosed material adverse information and flags that the shares were acquired via RSU vesting on 08/15/2025. The use of an established broker and the separate listing of recent trust and individual sales suggest routine liquidity events rather than governance concerns. The filing contains the customary legal admonitions about intentional misstatements. No governance red flags or irregularities are evident within the provided content.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A Common Stock	Morgan Stanley Smith Barney LLC 1 New York Plaza, 38th floor New York NY 10004	47727	430974.81	522939205	08/18/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A Common Stock	08/15/2025	RSU vesting	Issuer			73425	08/15/2025	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Timothy Holme 1730 Technology Dr. San Jose CA 95110	Class A common stock	07/03/2025	358330	2517339.92
The Holme 2020 Irrevocable Trust 1730 Technology Dr. San Jose CA 95110	Class A common stock	07/03/2025	98073	688982.44
Timothy Holme 1730 Technology Dr. San Jose CA 95110	Class A common stock	07/07/2025	43500	305272.86
The Holme 2020 Irrevocable Trust 1730 Technology Dr. San Jose CA 95110	Class A common stock	07/07/2025	11906	83553.53

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the QS Form 144 filed on this notice report?

It reports a proposed sale of 47,727 Class A shares through Morgan Stanley on or about 08/18/2025 with aggregate market value $430,974.81.

How were the shares acquired that are being sold for QS?

The shares were acquired via RSU vesting on 08/15/2025 and the payment is listed as compensation.

How many QS shares were sold by the same persons in the past three months?

The filing lists sales totaling 510,809 shares in the prior three months for gross proceeds of $3,624,148.75.

What is QuantumScape's outstanding share count shown in the filing?

The filing lists 522,939,205 shares outstanding.

Who is the broker handling the proposed QS sale?

The named broker is Morgan Stanley Smith Barney LLC, 1 New York Plaza, 38th floor, New York, NY 10004.