QuantumScape CEO reports tax-related insider stock sales

Rhea-AI Filing Summary

QuantumScape Corp's Chief Executive Officer and director reported sales of Class A common stock mainly to cover taxes on vesting equity awards. On 11/18/2025, the reporting person sold 255,403 shares at a weighted average price of $13.0416 and 3,274 shares at a weighted average price of $13.4609, in each case identified as sales to satisfy tax obligations related to restricted stock units and performance stock units.

After these transactions, the reporting person beneficially owns 3,874,023 shares of Class A common stock directly and 360,000 shares indirectly through family trusts. The direct holdings include 3,319,260 shares represented by restricted and performance stock units that vest over time and upon achievement of performance milestones, subject to 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

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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).

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^*

Sivaram Srinivasan

(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
X	Officer (give title below)		Other (specify below)
	CHIEF EXECUTIVE 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)		255,403	D	$13.0416(2)	3,877,297	D
Class A Common Stock	11/18/2025		F(1)		3,274	D	$13.4609(3)	3,874,023(4)	D
Class A Common Stock								360,000	I	By: Trusts(5)

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 3,319,260 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.

5. The Reporting Person is a Co-Trustee of the trusts and his family members are beneficiaries of the trusts.

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 filing reports that the Chief Executive Officer and director of QuantumScape (QS) sold Class A common stock on 11/18/2025, primarily to cover tax obligations tied to the vesting of restricted stock units and performance stock units.

How many QuantumScape (QS) shares were sold by the CEO on 11/18/2025?

The reporting person sold 255,403 shares of Class A common stock at a weighted average price of $13.0416 and 3,274 shares at a weighted average price of $13.4609, identified as sales to cover tax obligations.

What are the CEO’s remaining direct holdings of QuantumScape (QS) stock after the reported sales?

Following the reported transactions, the CEO directly beneficially owns 3,874,023 shares of QuantumScape Class A common stock, including 3,319,260 shares represented by restricted stock units and performance stock units.

Does the QuantumScape (QS) CEO have any indirect ownership of company shares?

Yes. The filing shows indirect beneficial ownership of 360,000 QuantumScape Class A shares held by trusts, for which the reporting person is a co-trustee and whose family members are beneficiaries.

Why were the QuantumScape (QS) shares sold according to the filing footnotes?

The filing states that the reported sales represent a sale to cover tax obligations arising from the release of restricted stock units and performance restricted stock units.

How were the sale prices of the QuantumScape (QS) shares determined?

The prices reported, $13.0416 and $13.4609, are weighted average prices for multiple trades executed in ranges from $12.44 to $13.44 and from $13.45 to $13.48, respectively.