QuantumScape (NYSE: QS) CTO sells 137K shares but keeps large stake

Rhea-AI Filing Summary

QuantumScape Corp’s Chief Technology Officer, Timothy Holme, reported a combination of share conversions and sales in Class A Common Stock. On July 2, 2026, he converted a total of 137,245 shares of Class B Common Stock into Class A shares and then sold the same number of Class A shares in open-market transactions, at weighted average prices around $7.28 per share. The sales, which totaled 34,254 shares indirectly through The Holme 2020 Irrevocable Trust and 102,991 shares held directly, were executed under a Rule 10b5-1 trading plan adopted on June 5, 2025. Following these transactions, Holme continues to hold 1,815,497 Class A shares directly, which include 1,582,672 RSUs and PSUs, as well as substantial Class B holdings that remain convertible into Class A on a one-to-one basis with no expiration date.

Insights

Insider transactions analyst

Pre-planned conversion-and-sale, with CTO retaining a large stake.

Timothy Holme, QuantumScape’s CTO, converted 137,245 Class B shares into Class A and sold the same number of Class A shares at weighted average prices near $7.28. The filing states these were made under a Rule 10b5-1 trading plan adopted on June 5, 2025, suggesting a pre-scheduled liquidity event rather than discretionary market timing.

After these trades, he still holds 1,815,497 Class A shares directly, including 1,582,672 RSUs/PSUs, and over 7,006,547 Class B shares directly, plus additional indirect holdings via a trust. In proportion to his remaining position, the net sale of 137,245 shares appears routine and does not, by itself, imply a major shift in his exposure to QuantumScape.

Insider Trade Summary 10b5-1

Net Seller: 137,245 shares ($999,566)

Net Sell 6 txns

Insider Holme Timothy

Role CHIEF TECHNOLOGY OFFICER

Sold 137,245 shs ($1000K)

Type	Security	Shares	Price	Value
Conversion	Class B Common Stock	102,991	$0.00	--
Conversion	Class B Common Stock	34,254	$0.00	--
Conversion	Class A Common Stock	102,991	$0.00	--
Sale	Class A Common Stock	102,991	$7.283	$750K
Conversion	Class A Common Stock	34,254	$0.00	--
Sale	Class A Common Stock	34,254	$7.2833	$249K

Holdings After Transaction: Class B Common Stock — 7,006,547 shares (Direct, null); Class B Common Stock — 1,246,611 shares (Indirect, By: The Holme 2020 Irrevocable Trust); Class A Common Stock — 1,815,497 shares (Direct, null); Class A Common Stock — 34,254 shares (Indirect, By: The Holme 2020 Irrevocable Trust)

Footnotes (1)

1. 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 $6.975 to $7.805, 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 restricted stock units ("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

Total shares sold: 137,245 shares Indirect sale size: 34,254 shares Direct sale size: 102,991 shares +5 more

8 metrics

Total shares sold 137,245 shares Class A open-market sales on July 2, 2026

Indirect sale size 34,254 shares Sold by The Holme 2020 Irrevocable Trust at $7.2833 avg

Direct sale size 102,991 shares Sold directly at $7.2830 weighted average price

Price range $6.975–$7.805 Multiple transactions within this range for reported sales

Direct Class A holdings 1,815,497 shares Shares held directly after transactions

RSUs and PSUs included 1,582,672 units RSUs/PSUs included in direct Class A holdings

Direct Class B holdings 7,006,547 shares Class B shares remaining directly after conversion

Indirect Class B holdings 1,246,611 shares Class B shares held via The Holme 2020 Irrevocable Trust

Key Terms

Rule 10b5-1 trading plan, restricted stock units ("RSUs"), performance restricted stock units ("PSUs"), Class B Common Stock, +1 more

5 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

"Includes 1,582,672 shares represented by restricted stock units ("RSUs") 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

"Includes 1,582,672 shares represented by restricted stock units ("RSUs") and performance restricted stock units ("PSUs")"

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.

derivative conversion financial

"transaction_action": "derivative conversion","transaction_code_description": "Conversion of derivative security""

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/07/2026 - 06:29 PM Accepted by SEC EDGAR 07/07/2026 - 06:28 PM Learn about SEC filing dates

FAQ

What did QuantumScape (QS) CTO Timothy Holme report in this Form 4?

He reported converting 137,245 Class B shares into Class A and selling 137,245 Class A shares in open-market transactions around $7.28 per share. The activity reflects a planned conversion-and-sale, not an initial purchase or new grant of QuantumScape stock.

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

He sold 137,245 Class A shares, split between 34,254 indirect and 102,991 direct holdings. The weighted average sale prices were about $7.2833 and $7.2830, across multiple trades ranging from $6.975 to $7.805, according to the Form 4 footnotes.

Was the QuantumScape (QS) CTO’s stock sale under a Rule 10b5-1 plan?

Yes. The Form 4 footnotes state the sales were executed under a Rule 10b5-1 trading plan adopted on June 5, 2025. Such pre-arranged plans automate trading over time, reducing the significance of any single day’s transaction timing for investors.

How many QuantumScape (QS) shares does the CTO hold after these transactions?

Following the reported trades, he holds 1,815,497 Class A shares directly, which include 1,582,672 RSUs and PSUs. He also continues to hold millions of Class B shares, both directly and indirectly, that are convertible into Class A on a one-to-one basis with no expiration.

What is the role of RSUs and PSUs in the CTO’s QuantumScape (QS) holdings?

His direct Class A position includes 1,582,672 restricted stock units (RSUs) and performance stock units (PSUs). Each unit represents the right to receive one Class A share, vesting quarterly or upon performance milestones, subject to his continued service with QuantumScape.

What does the conversion of QuantumScape (QS) Class B to Class A shares mean?

Each Class B share is convertible into one Class A share at any time, with no expiration date. In this filing, the CTO converted 137,245 Class B shares into the same number of Class A shares, then sold those Class A shares, while retaining substantial remaining Class B holdings.

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).

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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2026

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	07/02/2026		C		102,991	A	$0.00	1,815,497	D
Class A Common Stock	07/02/2026		S(1)		102,991	D	$7.283(2)	1,712,506(3)	D
Class A Common Stock	07/02/2026		C		34,254	A	$0.00	34,254	I	By: The Holme 2020 Irrevocable Trust
Class A Common Stock	07/02/2026		S(1)		34,254	D	$7.2833(2)	0.00	I	By: 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock	(4)	07/02/2026		C			102,991	(4)	(4)	Class A Common Stock	102,991	$0.00	7,006,547	D
Class B Common Stock	(4)	07/02/2026		C			34,254	(4)	(4)	Class A Common Stock	34,254	$0.00	1,246,611	I	By: The Holme 2020 Irrevocable Trust

Explanation of Responses:

1. 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.

2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.975 to $7.805, 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. Includes 1,582,672 shares represented by restricted stock units ("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.

4. 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-fact	07/07/2026
	** 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)