QuantumScape (NYSE: QS) CTO granted RSUs, sells shares for tax

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

QuantumScape Corp Chief Technology Officer Timothy Holme reported two stock transactions involving Class A Common Stock. On February 24, 2026, he acquired 42,321 shares through a restricted stock unit (RSU) grant at $0.00 per share as a final bonus under the 2025 Annual Bonus Plan, with all RSUs vesting on the grant date.

On February 25, 2026, he disposed of 22,367 shares at a weighted average price of $7.0488 per share to cover tax obligations related to the RSUs, rather than as an open-market sale decision. After these transactions, he directly owned 1,108,182 shares, including RSUs and performance RSUs subject to continued service and performance milestones.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Holme Timothy

Role CHIEF TECHNOLOGY OFFICER

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	22,367	$7.0488	$158K
Grant/Award	Class A Common Stock	42,321	$0.00	--

Holdings After Transaction: Class A Common Stock — 1,108,182 shares (Direct)

Footnotes (1)

The Issuer granted restricted stock units ("RSUs") to all eligible employees, including the Reporting Person, as a final bonus payout under the Issuer's 2025 Annual Bonus Plan. 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 award grant date. Represents a sale to cover tax obligations on the RSUs. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.98 to $7.16, 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 978,348 shares represented by RSUs and performance restricted stock units ("PSUs"). Each RSU/PSU represents the Reporting Person's right to receive one share of Class A Common Stock of the Issuer. The RSUs vest each quarter and the PSUs vest upon achievement of certain performance milestones, in both cases subject to the Reporting Person's continued service as of each vesting date.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 02/25/2026 - 07:55 PM

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Holme Timothy

(Last)

(First)

(Middle)

C/O QUANTUMSCAPE CORPORATION

1730 TECHNOLOGY DRIVE

(Street)

SAN JOSE

95110

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
QuantumScape Corp [ QS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CHIEF TECHNOLOGY OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	02/24/2026		A⁽¹⁾		42,321	A	$0.00	1,130,549	D
Class A Common Stock	02/25/2026		F⁽²⁾		22,367	D	$7.0488⁽³⁾	1,108,182⁽⁴⁾	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The Issuer granted restricted stock units ("RSUs") to all eligible employees, including the Reporting Person, as a final bonus payout under the Issuer's 2025 Annual Bonus Plan. 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 award grant date.

2. Represents a sale to cover tax obligations on the RSUs.

3. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.98 to $7.16, 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.

4. Includes 978,348 shares represented by RSUs and performance restricted stock units ("PSUs"). Each RSU/PSU represents the Reporting Person's right to receive one share of Class A Common Stock of the Issuer. The RSUs vest each quarter and the PSUs vest upon achievement of certain performance milestones, in both cases subject to the Reporting Person's continued service as of each vesting date.

Remarks:

	/s /Michael O McCarthy III, attorney-in-fact	02/25/2026
	** Signature of Reporting Person	Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What did QuantumScape (QS) CTO Timothy Holme report in this insider filing?

QuantumScape CTO Timothy Holme reported an RSU stock grant and a related tax-covering share disposition. He received 42,321 Class A shares via restricted stock units, then disposed of 22,367 shares to cover tax obligations arising from that award, leaving him with over 1.1 million shares.

How many QuantumScape (QS) shares did the CTO acquire through RSUs?

He acquired 42,321 QuantumScape Class A shares through a restricted stock unit grant. The RSUs were issued as a final bonus payout under the 2025 Annual Bonus Plan and vested 100% on the grant date, effectively delivering the full share amount immediately upon award.

Why did the QuantumScape (QS) CTO dispose of 22,367 shares?

The 22,367 shares were disposed of solely to cover tax obligations on the newly vested RSUs. This tax-withholding disposition is reflected at a weighted average price of $7.0488 per share, based on multiple trades executed between $6.98 and $7.16 inclusive.

What is Timothy Holme’s QuantumScape (QS) shareholding after these transactions?

Following the RSU grant and tax-covering share disposition, Timothy Holme directly holds 1,108,182 QuantumScape Class A shares. This total includes 978,348 shares represented by RSUs and performance RSUs that vest over time or upon meeting specified performance milestones, subject to his continued service.

How are RSUs and PSUs structured for the QuantumScape (QS) CTO?

His holdings include RSUs that vest quarterly and performance RSUs that vest upon achievement of defined performance milestones. Each unit represents the right to receive one Class A share, with vesting conditioned on his continued service at each applicable vesting date for the awards.