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QuantumScape (QS) CDO disposes shares to cover RSU and PSU taxes

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

Rhea-AI Filing Summary

QuantumScape Corp’s Chief Development Officer, Mohit Singh, reported two insider transactions related to tax withholding on equity awards. On February 18, 2026, he disposed of 107,695 shares of Class A common stock at a weighted average price of $7.1445 per share to cover tax obligations on the release of restricted stock units and performance stock units. On February 19, 2026, he disposed of an additional 23,756 shares at a weighted average price of $7.0758 per share for the same tax-related purpose. After these transactions, he directly owned 1,210,359 shares, which includes shares acquired under the employee stock purchase plan and 978,348 shares represented by RSUs and PSUs that may vest over time based on service and performance milestones.

Positive

  • None.

Negative

  • None.
Insider Singh Mohit
Role CHIEF DEVELOPMENT OFFICER
Type Security Shares Price Value
Tax Withholding Class A Common Stock 23,756 $7.0758 $168K
Tax Withholding Class A Common Stock 107,695 $7.1445 $769K
Holdings After Transaction: Class A Common Stock — 1,210,359 shares (Direct)
Footnotes (1)
  1. Represents a sale to cover tax obligations on the release of restricted stock units ("RSUs") and performance restricted stock units ("PSUs"). The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.96 to $7.29, 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 769 shares acquired under the Issuer's Employee Stock Purchase Plan on December 1, 2025. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.99 to $7.21, 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 978,348 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.
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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*
Singh Mohit

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

(Street)
SAN JOSE CA 95110

(City) (State) (Zip)
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 DEVELOPMENT OFFICER
3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 02/18/2026 F(1) 107,695 D $7.1445(2) 1,234,115(3) D
Class A Common Stock 02/19/2026 F(1) 23,756 D $7.0758(4) 1,210,359(5) 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") and performance restricted stock units ("PSUs").
2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.96 to $7.29, 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 769 shares acquired under the Issuer's Employee Stock Purchase Plan on December 1, 2025.
4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.99 to $7.21, 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 978,348 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.
Remarks:
/s /Michael O McCarthy III, attorney-in-fact 02/20/2026
** 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.

FAQ

What insider transactions did QuantumScape (QS) report for Mohit Singh?

Mohit Singh reported two tax-related share dispositions. He delivered 107,695 QuantumScape Class A shares on February 18, 2026 and 23,756 shares on February 19, 2026 to cover tax obligations tied to the release of restricted stock units and performance stock units.

Were Mohit Singh’s QuantumScape (QS) share disposals open-market sales?

The filing describes the transactions as sales to cover tax obligations on RSU and PSU releases. Footnotes state the shares were delivered to satisfy exercise price or tax liability, rather than discretionary open-market selling, and note weighted average prices across multiple trades within specified ranges.

How many QuantumScape (QS) shares does Mohit Singh hold after these transactions?

After the reported tax-withholding dispositions, Mohit Singh directly owns 1,210,359 Class A shares. This figure includes 978,348 shares represented by RSUs and PSUs, plus 769 shares acquired under QuantumScape’s Employee Stock Purchase Plan on December 1, 2025, all subject to vesting terms.

At what prices were Mohit Singh’s QuantumScape (QS) shares disposed for taxes?

The February 18, 2026 tax-withholding disposition used a weighted average price of $7.1445 per share, across trades from $6.99 to $7.21. The February 19, 2026 disposition used a $7.0758 weighted average, with trades ranging from $6.96 to $7.29 per share.

What role do RSUs and PSUs play in Mohit Singh’s QuantumScape (QS) holdings?

Mohit Singh’s reported holdings include 978,348 QuantumScape shares represented by RSUs and PSUs. Each RSU or PSU corresponds to one Class A share, with RSUs vesting quarterly and PSUs vesting upon specified performance milestones, in both cases requiring continued service at each vesting date.