STOCK TITAN

New QuantumScape (NYSE: QS) stock unit grants awarded to CLO

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

MCCARTHY MICHAEL O III reported acquisition or exercise transactions in this Form 4 filing.

QuantumScape Corp’s Chief Legal Officer, Michael O. McCarthy III, received new equity awards in the form of Class A Common Stock-based units. On April 14, 2026, he was granted 519,287 restricted and performance stock units, where 40% are RSUs that vest quarterly and 60% are PSUs that vest only if certain performance milestones are met, all requiring continued service. He was also granted 103,857 additional RSUs that may vest based on the company’s total shareholder return from January 1, 2026 through December 31, 2028, again contingent on continued service. Following these awards, he holds 1,577,363 shares directly, including 1,485,965 represented by RSUs and PSUs, plus 137,888 shares held indirectly through a trust for which he is the grantor.

Positive

  • None.

Negative

  • None.
Insider MCCARTHY MICHAEL O III
Role CHIEF LEGAL OFFICER
Type Security Shares Price Value
Grant/Award Class A Common Stock 519,287 $0.00 --
Grant/Award Class A Common Stock 103,857 $0.00 --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 1,473,506 shares (Direct); Class A Common Stock — 137,888 shares (Indirect, By: Trust)
Footnotes (1)
  1. The Issuer granted restricted stock units ("RSUs") (40%) and performance restricted stock units ("PSUs") (60%) to the Reporting Person. Each RSU and 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. The Issuer granted RSUs to the Reporting Person. Each RSU represents the Reporting Person's right to receive one share of Class A Common Stock of the Issuer. The RSUs are eligible to vest based on the Issuer's total shareholder return ("TSR") relative to certain indexed companies during a performance period beginning on January 1, 2026 and ending on December 31, 2028, subject to the Reporting Person's continued service as of each vesting date. Includes 1,485,965 shares represented by RSUs and 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. The Reporting Person is the grantor of the trust.
Equity award grant 519,287 units RSUs (40%) and PSUs (60%) granted April 14, 2026
TSR-based RSU grant 103,857 units RSUs eligible to vest based on relative TSR performance
Direct holdings after grants 1,577,363 shares Total Class A Common Stock held directly following transactions
Indirect trust holdings 137,888 shares Class A Common Stock held indirectly by a trust
Unvested RSUs/PSUs included 1,485,965 shares Direct holdings represented by RSUs and PSUs
TSR performance period start January 1, 2026 Beginning of TSR performance period for certain RSUs
TSR performance period end December 31, 2028 End of TSR performance period for certain RSUs
restricted stock units ("RSUs") financial
"The Issuer granted restricted stock units ("RSUs") (40%) and performance restricted stock units"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
performance restricted stock units ("PSUs") financial
"restricted stock units ("RSUs") (40%) and performance restricted stock units ("PSUs") (60%) to the Reporting Person"
total shareholder return ("TSR") financial
"based on the Issuer's total shareholder return ("TSR") relative to certain indexed companies"
performance milestones financial
"The RSUs vest each quarter and the PSUs vest upon achievement of certain performance milestones"
performance period financial
"during a performance period beginning on January 1, 2026 and ending on December 31, 2028"
The performance period is the specific time span over which an investment’s results, an employee’s targets, or a fund’s returns are measured and judged. It matters to investors because the length and start/end of that window determine which gains or losses count toward performance fees, bonus payouts, or benchmark comparisons—much like timing a race decides who wins, the chosen period can change whether results look strong or weak.
trust financial
"The Reporting Person is the grantor of the trust."
SEC Form 4
FORM 4UNITED 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*
MCCARTHY MICHAEL O III

(Last)(First)(Middle)
C/O QUANTUMSCAPE CORPORATION
1730 TECHNOLOGY DRIVE

(Street)
SAN JOSE CALIFORNIA 95110

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
QuantumScape Corp [ QS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CHIEF LEGAL OFFICER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/14/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock04/14/2026A(1)519,287A$0.001,473,506D
Class A Common Stock04/14/2026A(2)103,857A$0.001,577,363(3)D
Class A Common Stock137,888IBy: Trust(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 (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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The Issuer granted restricted stock units ("RSUs") (40%) and performance restricted stock units ("PSUs") (60%) to the Reporting Person. Each RSU and 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.
2. The Issuer granted RSUs to the Reporting Person. Each RSU represents the Reporting Person's right to receive one share of Class A Common Stock of the Issuer. The RSUs are eligible to vest based on the Issuer's total shareholder return ("TSR") relative to certain indexed companies during a performance period beginning on January 1, 2026 and ending on December 31, 2028, subject to the Reporting Person's continued service as of each vesting date.
3. Includes 1,485,965 shares represented by RSUs and 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.
4. The Reporting Person is the grantor of the trust.
Remarks:
/s/ Michael O. McCarthy, III04/16/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did QuantumScape (QS) report for Michael O. McCarthy III?

QuantumScape reported that Chief Legal Officer Michael O. McCarthy III received equity awards in Class A Common Stock units. These consisted of restricted stock units and performance-based stock units granted as compensation, not open-market purchases, and are subject to multi-year vesting and performance conditions.

How many QuantumScape (QS) stock units were granted to the CLO on April 14, 2026?

On April 14, 2026, the CLO was granted 519,287 RSUs and PSUs, plus a separate grant of 103,857 RSUs. Each unit represents the right to receive one share of Class A Common Stock, subject to vesting and performance requirements over time.

How do the RSUs and PSUs granted to the QuantumScape CLO vest?

For the 519,287-unit grant, 40% of RSUs vest each quarter, while 60% PSUs vest only upon meeting performance milestones. All vesting requires the CLO’s continued service with QuantumScape on each vesting date, aligning the awards with long-term company performance.

What is the performance period for QuantumScape’s TSR-based RSUs granted to the CLO?

The additional RSUs vest based on QuantumScape’s total shareholder return relative to indexed companies from January 1, 2026 to December 31, 2028. Vesting depends on both this relative TSR performance and the CLO remaining in service through the applicable vesting dates.

What are Michael O. McCarthy III’s QuantumScape shareholdings after these grants?

After these grants, the CLO directly holds 1,577,363 shares of QuantumScape Class A Common Stock, including 1,485,965 represented by RSUs and PSUs. He also has 137,888 shares held indirectly through a trust, for which he is identified as the grantor.

Are the new QuantumScape (QS) stock unit grants to the CLO open-market purchases?

No, the reported transactions are equity awards, not open-market purchases. They were granted by QuantumScape at a stated price of $0.0000 per share, reflecting stock-based compensation that vests over time based on service and specified performance criteria.