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QuantumScape CTO converts and sells Class A shares

QuantumScape Corp’s chief technology officer Timothy Holme converted 161,331 shares of Class B Common Stock into Class A Common Stock and sold a total of 184,437 Class A shares on May 20, 2026.

(Very High)
(Negative)
Form Type
4

Rhea-AI Filing Summary

QuantumScape Corp’s chief technology officer Timothy Holme converted 161,331 shares of Class B Common Stock into Class A Common Stock and sold a total of 184,437 Class A shares on May 20, 2026. Some of these shares were sold to cover tax obligations on released RSUs.

The sales were made at weighted average prices of $7.5022 and $7.5023 per share and were effected under a Rule 10b5-1 trading plan adopted on June 5, 2025. Holme continues to hold 7,352,830 Class B shares directly, 1,346,925 Class B shares through a trust, and 1,582,672 RSUs/PSUs that each represent one Class A share.

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Insider Holme Timothy
Role CHIEF TECHNOLOGY OFFICER
Sold 184,437 shs ($1.38M)
Approx. gross sale proceeds $1.38M
Approx. exercise cost $0.00
Type Security Shares Price Value
Conversion Class B Common Stock 127,077 $0.00 $0.00
Conversion Class B Common Stock 34,254 $0.00 $0.00
Conversion Class A Common Stock 127,077 $0.00 $0.00
Sale Class A Common Stock 150,183 $7.5022 $1.13M
Conversion Class A Common Stock 34,254 $0.00 $0.00
Sale Class A Common Stock 34,254 $7.5023 $257K
Exercise Price or Tax Liability Class A Common Stock 31,322 $7.3721 $231K
Holdings After Transaction: Class B Common Stock — 7,352,830 contracts (Direct); Class B Common Stock — 1,346,925 contracts (Indirect, By: The Holme 2020 Irrevocable Trust); Class A Common Stock — 1,712,506 shares (Direct); Class A Common Stock — 0 shares (Indirect, By: The Holme 2020 Irrevocable Trust)
Footnotes (6)
  1. F1. Represents a sale to cover tax obligations on the release of restricted stock units ("RSUs").
  2. F2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.21 to $8.01, 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.
  3. F3. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 5, 2025.
  4. F4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.16 to $7.675, 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.
  5. F5. Includes 1,582,672 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.
  6. F6. Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the Reporting Person's election and has no expiration date.
Class A shares sold directly 150,183 shares at $7.5022 per share Sale of Class A Common Stock by CTO on May 20, 2026
Class A shares sold via trust 34,254 shares at $7.5023 per share Sale of Class A Common Stock by The Holme 2020 Irrevocable Trust on May 20, 2026
Total Class A shares sold 184,437 shares Aggregate Class A sales reported for May 20, 2026
Class B shares converted to Class A 161,331 shares Conversion of Class B Common Stock into Class A on May 20, 2026
Class B shares held directly after conversion 7,352,830 shares Direct Class B Common Stock holdings following derivative conversion
Class B shares held via trust after conversion 1,346,925 shares Indirect Class B holdings by The Holme 2020 Irrevocable Trust following conversion
Shares for tax or exercise-price obligations 31,322 shares at $7.3721 per share Code F transaction on May 18, 2026 for tax or exercise-price liability
RSUs and PSUs outstanding 1,582,672 units Each RSU/PSU represents the right to receive one Class A share
Rule 10b5-1 trading plan regulatory
"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
restricted stock units ("RSUs") financial
"Represents a sale to cover tax obligations on the release of restricted stock units ("RSUs")"
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
"Includes 1,582,672 shares represented by RSUs and performance restricted stock units ("PSUs")"
weighted average price financial
"The price reported is a weighted average price. These shares were sold in multiple transactions"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Class B Common Stock financial
"Each share of Class B Common Stock is convertible at any time into Class A Common Stock"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

FAQ

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

What insider transactions did QuantumScape (QS) report for CTO Timothy Holme?

QuantumScape’s CTO Timothy Holme converted 161,331 Class B shares into Class A on May 20, 2026, then sold 150,183 Class A shares directly and 34,254 through a trust. Another 31,322 shares were reported for tax or exercise-price obligations.

How many QuantumScape (QS) shares did the CTO sell and at what prices?

Holme sold 184,437 Class A shares in total: 150,183 directly at a weighted average price of $7.5022 and 34,254 via a trust at $7.5023. Footnotes state these prices are weighted averages across multiple trades in specified ranges.

Were the QuantumScape (QS) CTO’s share sales under a Rule 10b5-1 plan?

Yes. The filing notes the sales were effected under a Rule 10b5-1 trading plan adopted by Timothy Holme on June 5, 2025. This plan-based structure means the trades followed a pre-arranged schedule rather than discretionary timing.

What QuantumScape (QS) holdings does the CTO retain after these transactions?

After the reported transactions, Holme holds 7,352,830 Class B shares directly and 1,346,925 Class B shares indirectly through a trust. A footnote also describes 1,582,672 RSUs/PSUs outstanding, each representing the right to receive one Class A share upon vesting.

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

Holme’s compensation includes 1,582,672 restricted stock units (RSUs) and performance RSUs (PSUs), each representing one Class A share. RSUs vest quarterly, while PSUs vest upon meeting performance milestones, in both cases contingent on Holme’s continued service at vesting dates.

What is the relationship between QuantumScape (QS) Class A and Class B shares in this filing?

Each share of QuantumScape Class B Common Stock is convertible into one share of Class A Common Stock at Holme’s election and has no expiration date. In this filing, 161,331 Class B shares were converted into an equal number of Class A shares.

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

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Learn about SEC filing dates
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).
X
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 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 TECHNOLOGY 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)
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 Stock05/18/2026F(1)31,322D$7.3721(2)1,735,612D
Class A Common Stock05/20/2026C127,077A$0.001,862,689D
Class A Common Stock05/20/2026S(3)150,183D$7.5022(4)1,712,506(5)D
Class A Common Stock05/20/2026C34,254A$0.0034,254IBy: The Holme 2020 Irrevocable Trust
Class A Common Stock05/20/2026S(3)34,254D$7.5023(4)0.00IBy: The Holme 2020 Irrevocable Trust
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
Class B Common Stock(6)05/20/2026C127,077 (6) (6)Class A Common Stock127,077$0.007,352,830D
Class B Common Stock(6)05/20/2026C34,254 (6) (6)Class A Common Stock34,254$0.001,346,925IBy: The Holme 2020 Irrevocable Trust
Explanation of Responses:
1. Represents a sale to cover tax obligations on the release of restricted stock units ("RSUs").
2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.21 to $8.01, 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.
3. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 5, 2025.
4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.16 to $7.675, 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.
5. Includes 1,582,672 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.
6. Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the Reporting Person's election and has no expiration date.
Remarks:
/s /Michael O McCarthy III, attorney-in-fact05/20/2026
** 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)

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