QuantumScape COO covers taxes with 108K QS shares

QuantumScape Corp Chief Operating Officer Luca Giovanni Fasoli reported a tax-related share disposition tied to vesting equity awards.

Rhea-AI Filing Summary

QuantumScape Corp Chief Operating Officer Luca Giovanni Fasoli reported a tax-related share disposition tied to vesting equity awards. On the RSU release date, 108,065 shares of Class A Common Stock were delivered to cover tax obligations at a weighted average price of $7.3721 per share, with individual trades executed between $7.21 and $8.01.

After this withholding transaction, Fasoli directly holds 1,939,343 shares of Class A Common Stock. This total includes 1,772,688 shares represented by restricted stock units and performance RSUs, which will vest over time or upon achievement of performance milestones, subject to his continued service.

Insider Trade Summary

Exercise Price or Tax Liability: 108,065 shares

Exercise Price or Tax Liability 1 txn

Insider Fasoli Luca Giovanni

Role Chief Operating Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Class A Common Stock	108,065	$7.3721	$797K

Holdings After Transaction: Class A Common Stock — 1,939,343 shares (Direct)

Footnotes (3)

1. F1. Represents a sale to cover tax obligations on the release of restricted stock units ("RSUs").
2. F2. This transaction was executed in multiple trades at prices ranging from $7.21 USD to $8.01 USD; the price reported above reflects the weighted average sale price.
3. F3. Includes 1,772,688 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.

Key Figures

Tax-withholding shares: 108,065 shares Weighted average price: $7.3721 per share Trade price range: $7.21 to $8.01 +2 more

5 metrics

Tax-withholding shares 108,065 shares Shares delivered to cover tax obligations on RSU release

Weighted average price $7.3721 per share Average price for tax-withholding disposition trades

Trade price range $7.21 to $8.01 Range of prices for multiple trades used in disposition

Shares held after transaction 1,939,343 shares Direct Class A Common Stock holdings after tax withholding

RSUs and performance RSUs held 1,772,688 shares Shares represented by RSUs and PSUs within total holdings

Key Terms

restricted stock units, performance restricted stock units, weighted average sale price, tax obligations

4 terms

restricted stock units financial

"Represents a sale to cover tax obligations on the release of restricted stock units ("RSUs")."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

performance restricted stock units financial

"Includes 1,772,688 shares represented by RSUs and performance restricted stock units ("PSUs")."

Performance restricted stock units (PRSUs) are promises to deliver company shares to employees or executives only if the business meets specific performance targets and any time-based holding rules. Think of them as a bonus that converts into stock only after set goals are reached, so investors watch PRSUs for two reasons: they can dilute existing shares if paid out, and they signal how closely management’s pay is tied to company performance.

weighted average sale price financial

"price reported above reflects the weighted average sale price."

tax obligations financial

"Represents a sale to cover tax obligations on the release of restricted stock units ("RSUs")."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did QuantumScape (QS) COO Luca Fasoli report?

Luca Fasoli reported a tax-withholding share disposition related to vested RSUs. He delivered 108,065 shares of QuantumScape Class A Common Stock to cover tax obligations when restricted stock units were released, rather than making an open-market sale for discretionary liquidity.

How many QuantumScape (QS) shares were used for Luca Fasoli’s tax obligations?

Fasoli used 108,065 shares to satisfy tax obligations on the release of restricted stock units. These shares were disposed of at a weighted average price of $7.3721 per share, based on multiple trades executed between $7.21 and $8.01.

Does Luca Fasoli still hold QuantumScape (QS) shares after this Form 4 filing?

Yes, Fasoli continues to hold a substantial QuantumScape position after the tax-withholding event. He directly owns 1,939,343 Class A Common Stock shares, including 1,772,688 shares represented by RSUs and performance RSUs that vest over time or upon performance milestones.

Was the QuantumScape (QS) COO’s transaction an open-market sale?

No, the transaction was not a discretionary open-market sale. The filing explains it was a sale to cover tax obligations upon RSU release, a common administrative mechanism rather than a voluntary decision to reduce overall exposure to QuantumScape stock.

What types of equity awards does QuantumScape (QS) COO Luca Fasoli hold?

Fasoli holds restricted stock units and performance RSUs representing 1,772,688 QuantumScape Class A shares. The RSUs vest quarterly, while performance RSUs vest when specific performance milestones are achieved, in each case conditioned on his continued service at the company.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/20/2026 - 07:36 PM Learn about SEC filing dates

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^*

Fasoli Luca Giovanni

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	05/18/2026		F(1)		108,065	D	$7.3721(2)	1,939,343(3)	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents a sale to cover tax obligations on the release of restricted stock units ("RSUs").

2. This transaction was executed in multiple trades at prices ranging from $7.21 USD to $8.01 USD; the price reported above reflects the weighted average sale price.

3. Includes 1,772,688 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	05/20/2026
	** 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.
* Form 4: SEC 1474 (03-26)