QuantumScape (QS) CDO reports RSU/PSU tax sales, retains 1.34M stake

Rhea-AI Filing Summary

QuantumScape Corp (QS) reported an insider transaction by its Chief Development Officer on a Form 4. On 11/18/2025, the officer disposed of 78,013 shares of Class A Common Stock at a weighted average price of $13.0416 and 1,000 shares at a weighted average price of $13.4609. The filing explains these were sales to cover tax obligations triggered by the release of restricted stock units (RSUs) and performance restricted stock units (PSUs).

After these transactions, the officer beneficially owns 1,341,041 shares of Class A Common Stock, including 1,217,866 shares represented by RSUs and PSUs. Each RSU or PSU represents the right to receive one share, with RSUs vesting quarterly and PSUs vesting upon achievement of specified performance milestones, in each case contingent on continued service.

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)
11/18/2025

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	11/18/2025		F(1)		78,013	D	$13.0416(2)	1,342,041	D
Class A Common Stock	11/18/2025		F(1)		1,000	D	$13.4609(3)	1,341,041(4)	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 $12.44 to $13.44, 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. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.45 to $13.48, 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.

4. Includes 1,217,866 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	11/20/2025
	** 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 transaction did QuantumScape (QS) report in this Form 4?

The Chief Development Officer of QuantumScape (QS) reported disposing of Class A Common Stock on 11/18/2025, consisting of two sale transactions disclosed in Table I.

How many QuantumScape (QS) shares did the officer sell and at what prices?

The officer sold 78,013 shares of Class A Common Stock at a weighted average price of $13.0416 and 1,000 shares at a weighted average price of $13.4609. The prices reflect multiple trades within stated ranges.

Why were the QuantumScape (QS) shares sold by the officer?

The filing states the sales represent a sale to cover tax obligations arising from the release of restricted stock units (RSUs) and performance restricted stock units (PSUs).

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

Following the reported sales, the officer beneficially owns 1,341,041 shares of QuantumScape Class A Common Stock.

What portion of the officers QuantumScape (QS) holdings are RSUs and PSUs?

The beneficial ownership includes 1,217,866 shares represented by RSUs and PSUs, each giving the right to receive one share of Class A Common Stock.

How do the RSUs and PSUs for the QuantumScape (QS) officer vest?

The filing states that RSUs vest each quarter, while PSUs vest upon achievement of certain performance milestones, in both cases subject to the officers continued service on each vesting date.