QuantumScape (NYSE: QS) director reports option exercise and stock sale

Rhea-AI Filing Summary

QuantumScape Corp director reported an option exercise and share sale involving the company’s Class A Common Stock. On 12/19/2025, the director exercised a stock option to acquire 130,065 shares at an exercise price of $2.377 per share, then sold 157,171 shares at a weighted average price of $11.3825 per share in multiple transactions under a pre-established Rule 10b5-1 trading plan adopted on June 13, 2025. After these transactions, the director beneficially owned 266,828 shares of QuantumScape, including 48,192 shares represented by restricted stock units (RSUs), each RSU giving the right to receive one share of Class A Common Stock as vesting conditions tied to continued service are met.

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

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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)
12/19/2025

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	12/19/2025		M(1)		130,065	A	$2.377	423,999	D
Class A Common Stock	12/19/2025		S(1)		157,171	D	$11.3825(2)	266,828(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	12/19/2025		M(1)			130,065	12/11/2020	12/11/2029	Class A Common Stock	130,065	$0.00	0.00	D

Explanation of Responses:

1. The exercise 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 $11.16 to $11.605, 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.

Remarks:

	/s /Michael O McCarthy III, attorney-in-fact	12/22/2025
	** 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.

FAQ

What insider stock transaction did QuantumScape (QS) disclose in this Form 4?

The filing shows a QuantumScape director exercised stock options to buy 130,065 shares of Class A Common Stock at $2.377 per share and sold 157,171 shares at a weighted average price of $11.3825 per share on 12/19/2025.

How many QuantumScape (QS) shares does the director own after these transactions?

After the reported option exercise and sale, the director beneficially owned 266,828 shares of QuantumScape Class A Common Stock.

How many of the QuantumScape (QS) shares are held as RSUs?

The beneficial ownership includes 48,192 shares represented by restricted stock units (RSUs), each RSU entitling the director to receive one QuantumScape Class A share as it vests, subject to continued service.

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

Yes. The exercise and sale were effected pursuant to a Rule 10b5-1 trading plan that the director adopted on June 13, 2025.

What were the price ranges for the QuantumScape (QS) share sales?

The filing states the reported price is a weighted average and the 157,171 shares were sold in multiple transactions at prices ranging from $11.16 to $11.605 per share.

What stock option did the QuantumScape (QS) director exercise?

The director exercised a stock option (right to buy) for 130,065 shares of Class A Common Stock at an exercise price of $2.377 per share. The option was originally granted on 12/11/2020 and expires on 12/11/2029.