QuantumScape COO sells 32K shares for taxes

Rhea-AI Filing Summary

QuantumScape Corp (QS) reported that Chief Operating Officer Luca Giovanni Fasoli disposed of 32,255 shares of Class A Common Stock on 2026-08-18 in a transaction classified as a payment of tax liability by delivering or withholding securities related to the release of restricted stock units. The shares were sold at a weighted average price of $5.7445, with individual sale prices ranging from $5.66 to $5.93. After this tax-withholding disposition, Fasoli directly holds 1,907,088 shares, including 1,715,518 shares represented by RSUs and PSUs that vest over time or upon achievement of performance milestones, subject to his continued service.

Insider Trade Summary

Tax Withholding: 32,255 shares

Tax Withholding 1 txn

Insider Fasoli Luca Giovanni

Role Chief Operating Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock F1, F2, F3	32,255	$5.7445	$185K

Holdings After Transaction: Class A Common Stock — 1,907,088 shares (Direct)

Footnotes (3)

1. F1. Represents a sale to cover tax obligations on the release of restricted stock units ("RSUs").
2. F2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.66 to $5.93, 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. F3. Includes 1,715,518 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.

Key Figures

Shares disposed: 32,255 shares Weighted average price: $5.7445 per share Sale price range: $5.66 to $5.93 per share +3 more

6 metrics

Shares disposed 32,255 shares Class A Common Stock disposed on 2026-08-18 to cover tax obligations

Weighted average price $5.7445 per share Price for shares sold in multiple transactions on 2026-08-18

Sale price range $5.66 to $5.93 per share Range of individual trade prices for the 32,255 shares

Shares held after transaction 1,907,088 shares Direct holdings of Luca Giovanni Fasoli following the 2026-08-18 transaction

RSUs and PSUs included in holdings 1,715,518 shares Portion of Fasoli’s holdings represented by RSUs and PSUs

Shares for exercise price or tax liability 32,255 shares Shares delivered or withheld for payment of tax liability under code F

Key Terms

restricted stock units, performance restricted stock units, weighted average price

3 terms

restricted stock units financial

"Represents a sale to cover tax obligations on the release of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

performance restricted stock units financial

"Includes 1,715,518 shares represented by RSUs and performance restricted stock units"

Performance restricted stock units (PRSUs) are promises to deliver company shares to employees or executives only if the business meets specific performance targets and any time-based holding rules. Think of them as a bonus that converts into stock only after set goals are reached, so investors watch PRSUs for two reasons: they can dilute existing shares if paid out, and they signal how closely management’s pay is tied to company performance.

weighted average price financial

"The price reported is a weighted average price. These shares were sold"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did QS report for COO Luca Giovanni Fasoli?

QS reported that COO Luca Giovanni Fasoli disposed of 32,255 shares of Class A Common Stock on 2026-08-18 to cover tax obligations arising from the release of restricted stock units, using a transaction classified as payment of tax liability by delivering or withholding securities.

At what price were the QS shares related to Fasoli’s Form 4 transaction sold?

The shares were sold at a weighted average price of $5.7445 per share. The Form 4 notes that multiple trades occurred in a price range from $5.66 to $5.93, and detailed trade-level information is available from the reporting person upon request.

How many QS shares does Luca Giovanni Fasoli hold after this transaction?

After the reported transaction, Luca Giovanni Fasoli directly holds 1,907,088 QS shares. This total includes 1,715,518 shares represented by RSUs and PSUs, which will vest over time or upon meeting specified performance milestones, subject to his continued service.

Was the QS insider transaction a discretionary sale or for tax withholding?

The Form 4 states that the disposition of 32,255 shares represents a sale to cover tax obligations on the release of restricted stock units (RSUs), meaning it was structured to satisfy tax liabilities rather than as a standalone discretionary share sale.

What equity awards are reported for QS COO Luca Giovanni Fasoli in this filing?

The filing notes that Fasoli’s holdings include 1,715,518 shares represented by RSUs and PSUs. RSUs vest quarterly, and PSUs vest upon achievement of certain performance milestones, in both cases conditioned on his continued service at each vesting date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/20/2026 - 07:26 PM EDT 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).

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^*

Fasoli Luca Giovanni

(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 Operating Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2026

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	08/18/2026		F(1)		32,255	D	$5.7445(2)	1,907,088(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

Explanation of Responses:

1. Represents a sale to cover tax obligations on the release of restricted stock units ("RSUs").

2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.66 to $5.93, 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 1,715,518 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.

Remarks:

	/s /Michael O. McCarthy III, attorney-in-fact	08/20/2026
	** 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.
* Form 4: SEC 1474 (03-26)