QuantumScape (QS) CTO trades stock, sells 184K shares but retains major holdings
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
QuantumScape Corp Chief Technology Officer Timothy Holme reported several equity transactions involving the company’s common stock. On May 20, 2026, he converted a total of 161,331 shares of Class B Common Stock into Class A Common Stock and sold 184,437 Class A shares in open-market transactions at weighted average prices around $7.50 per share. A prior transaction on May 18, 2026 shows 31,322 Class A shares disposed of to cover tax obligations on the release of restricted stock units, which is a tax-withholding event rather than an open-market sale. The filing notes that the sales were executed under a pre-arranged Rule 10b5-1 trading plan. After these transactions, Holme holds 1,712,506 Class A shares directly, 34,254 Class A shares indirectly through The Holme 2020 Irrevocable Trust, and continues to own 7,352,830 Class B shares directly and 1,346,925 Class B shares indirectly. His position also includes 1,582,672 shares represented by RSUs and PSUs that may convert into Class A shares over time.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 184,437 shares ($1,383,687)
Net Sell
7 txns
Insider
Holme Timothy
Role
CHIEF TECHNOLOGY OFFICER
Sold
184,437 shs ($1.38M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock | 127,077 | $0.00 | -- |
| Conversion | Class B Common Stock | 34,254 | $0.00 | -- |
| Conversion | Class A Common Stock | 127,077 | $0.00 | -- |
| Sale | Class A Common Stock | 150,183 | $7.5022 | $1.13M |
| Conversion | Class A Common Stock | 34,254 | $0.00 | -- |
| Sale | Class A Common Stock | 34,254 | $7.5023 | $257K |
| Tax Withholding | Class A Common Stock | 31,322 | $7.3721 | $231K |
Holdings After Transaction:
Class B Common Stock — 7,352,830 shares (Direct, null);
Class B Common Stock — 1,346,925 shares (Indirect, By: The Holme 2020 Irrevocable Trust);
Class A Common Stock — 1,862,689 shares (Direct, null);
Class A Common Stock — 34,254 shares (Indirect, By: The Holme 2020 Irrevocable Trust)
Footnotes (1)
- Represents a sale to cover tax obligations on the release of restricted stock units ("RSUs"). 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. 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. 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. 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. 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.
Key Figures
Open-market Class A shares sold: 184,437 shares
Weighted average sale price (direct sale): $7.5022 per share
Weighted average sale price (trust sale): $7.5023 per share
+5 more
8 metrics
Open-market Class A shares sold
184,437 shares
Total Class A shares sold in S-code transactions on May 20, 2026
Weighted average sale price (direct sale)
$7.5022 per share
Class A sale of 150,183 shares on May 20, 2026
Weighted average sale price (trust sale)
$7.5023 per share
Class A sale of 34,254 shares by The Holme 2020 Irrevocable Trust
Class B converted to Class A
161,331 shares
Total Class B shares converted into Class A on May 20, 2026
Direct Class A holdings after trades
1,712,506 shares
Class A Common Stock directly held by Holme following May 20, 2026 transactions
Direct Class B holdings after trades
7,352,830 shares
Class B Common Stock directly held after conversions on May 20, 2026
RSU and PSU awards
1,582,672 shares
Shares represented by RSUs and PSUs tied to continued service and performance
Tax-withholding shares
31,322 shares
Class A shares disposed of on May 18, 2026 to cover tax obligations
Key Terms
Rule 10b5-1 trading plan, restricted stock units ("RSUs"), performance restricted stock units ("PSUs"), tax-withholding disposition, +2 more
6 terms
Rule 10b5-1 trading plan regulatory
"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person..."
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")."
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative security financial
"transaction_code_description": "Conversion of derivative security""
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
Class B Common Stock financial
"Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis..."
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
What insider transactions did QuantumScape (QS) CTO Timothy Holme report?
Timothy Holme reported conversions and sales of QuantumScape stock. He converted 161,331 Class B shares into Class A and sold 184,437 Class A shares in open-market trades, plus a separate tax-related share disposition tied to restricted stock unit vesting.
Were QuantumScape (QS) CTO Timothy Holme’s stock sales pre-planned?
Yes, the filing states the sales followed a Rule 10b5-1 plan. A footnote explains the transactions were effected under a pre-arranged Rule 10b5-1 trading plan adopted by the reporting person, indicating the sales were scheduled in advance rather than timed discretionarily.
What QuantumScape (QS) holdings does the CTO have after these transactions?
After the transactions, Holme retains significant QuantumScape equity. He holds 1,712,506 Class A shares directly, 34,254 Class A shares via a trust, 7,352,830 Class B shares directly, and 1,346,925 Class B shares indirectly, plus 1,582,672 shares represented by RSUs and PSUs.
What is the role of Class B Common Stock in QuantumScape (QS) CTO’s filing?
Holme converted Class B shares into Class A shares. The document states each Class B share is convertible one-to-one into Class A at any time. He converted 161,331 Class B shares while still holding over eight million Class B shares directly and indirectly.