[Form 4] QuantumScape Corp Insider Trading Activity

Rhea-AI Filing Summary

Jeffrey B. Straubel, a director of QuantumScape Corporation (QS), exercised stock options and sold shares under a Rule 10b5-1 trading plan. On 09/12/2025 he exercised options to purchase 130,067 shares at an exercise price of $2.377 per share, creating 130,067 additional Class A shares owned via option exercise. The same day he sold 157,180 shares at a weighted-average price of $9.1997 per share (sales occurred at prices ranging $8.725 to $9.955). After these transactions he beneficially owned 348,146 shares, which includes 48,192 RSUs subject to vesting. The transactions were reported on Form 4 and executed pursuant to a 10b5-1 plan adopted June 13, 2025.

Insights

Securities Analyst

TL;DR: Director exercised low-cost options and sold a portion of shares under a 10b5-1 plan; holdings declined materially.

The reporting shows a routine insider option exercise and contemporaneous sale executed under a pre-established Rule 10b5-1 plan. The option exercise at $2.377 created 130,067 shares while the sales of 157,180 shares at a weighted-average $9.1997 reduced total beneficial ownership to 348,146 shares. Sales occurred across a price range of $8.725 to $9.955 and included RSUs totaling 48,192 that remain subject to vesting. From an investor-impact perspective, this is a material insider disposition in absolute terms but consistent with planned trading rather than ad hoc liquidation.

Corporate Governance Expert

TL;DR: Use of a documented 10b5-1 plan provides procedural compliance; transaction size is notable for governance disclosure.

The Form 4 discloses that the director adopted a trading plan on June 13, 2025, and that the reported exercises and sales were effected pursuant to that plan. Reporting includes transparent disclosure of exercise price, sale weighted-average price, and the range of prices for sold shares. The filing also clarifies that 48,192 shares are RSUs subject to vesting, which affects near-term beneficial ownership. Overall the filing meets Section 16 transparency requirements and shows adherence to a pre-established trading policy.

Insider Trade Summary

Net Seller: 157,180 shares ($1,446,009)

Net Sell 3 txns

Insider Straubel Jeffrey B

Role Director

Sold 157,180 shs ($1.45M)

Type	Security	Shares	Price	Value
Exercise	Stock Option (right to buy)	130,067	$0.00	--
Exercise	Class A Common Stock	130,067	$2.377	$309K
Sale	Class A Common Stock	157,180	$9.1997	$1.45M

Holdings After Transaction: Stock Option (right to buy) — 390,195 shares (Direct); Class A Common Stock — 505,326 shares (Direct)

Footnotes (1)

1. The exercises and sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 13, 2025. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.725 to $9.955, 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 48,192 shares represented by Restricted Stock Units ("RSUs"). Each RSU represents the Reporting Person's right to receive one share of Class A Common Stock of the Issuer per the applicable vesting schedule, subject to the Reporting Person's continued service as of each vesting date.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 09/16/2025 - 08:06 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).

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^*

Straubel Jeffrey B

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/12/2025

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	09/12/2025		M(1)		130,067	A	$2.377	505,326	D
Class A Common Stock	09/12/2025		S(1)		157,180	D	$9.1997(2)	348,146(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
Stock Option (right to buy)	$2.377	09/12/2025		M(1)			130,067	12/11/2020	12/11/2029	Class A Common Stock	130,067	$0	390,195	D

Explanation of Responses:

1. The exercises and sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 13, 2025.

2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.725 to $9.955, 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 48,192 shares represented by Restricted Stock Units ("RSUs"). Each RSU represents the Reporting Person's right to receive one share of Class A Common Stock of the Issuer per the applicable vesting schedule, subject to the Reporting Person's continued service as of each vesting date.

	/s/ Michael O. McCarthy III, attorney-in-fact	09/16/2025
	** 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.