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QS Form 4: CEO Sivaram Srinivasan Sells 84,524 Shares at $8.70 Avg

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Sivaram Srinivasan, Chief Executive Officer and Director of QuantumScape Corporation (QS), reported a transaction dated 08/18/2025 in which 84,524 shares of Class A common stock were sold at a weighted average price of $8.7024 (individual sale prices ranged from $8.55 to $9.10). The filing states the sale was to cover tax obligations on the release of restricted stock units (RSUs). After the reported sale the filing shows the reporting person beneficially owns 4,162,700 shares directly, and 450,000 shares indirectly through trusts for which he is a co-trustee. The filing also discloses that 3,802,429 of the direct shares are RSUs/PSUs that vest over time or upon performance milestones, and the Form 4 was signed by an attorney-in-fact on 08/20/2025.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine insider sale to cover taxes; ownership remains substantial with most shares tied to RSUs/PSUs.

The transaction is recorded as a sale to satisfy tax obligations on RSU releases, not an open-market discretionary sale for cash needs or diversification. The sold quantity (84,524 shares) is small relative to the reported total beneficial ownership (4,612,700 shares when combining direct and indirect holdings). Significant lock-in remains because 3,802,429 shares are vested/vesting RSUs/PSUs subject to continued service or performance conditions. From an analyst standpoint, this is a routine liquidity event with limited immediate implications for corporate financials.

TL;DR: Disclosure is compliant and specific; sale is described as tax-related with price ranges provided.

The Form 4 provides clear disclosure including weighted average price and price range, and explains the sale was to cover tax obligations from RSU releases. The filing lists the reporting person's roles (CEO and Director) and indicates indirect holdings via trusts where he is a co-trustee. The presence of an attorney-in-fact signature is properly noted. This filing meets Section 16(a) reporting requirements and supplies sufficient detail for stakeholders to assess insider activity.

Insider Sivaram Srinivasan
Role CHIEF EXECUTIVE OFFICER
Type Security Shares Price Value
Tax Withholding Class A Common Stock 84,524 $8.7024 $736K
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 4,162,700 shares (Direct); Class A Common Stock — 450,000 shares (Indirect, By: Trusts)
Footnotes (1)
  1. Represents a sale to cover tax obligations on the release of restricted stock units ("RSUs"). The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.55 to $9.10, 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 3,802,429 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. The Reporting Person is a Co-Trustee of the trusts and his family members are beneficiaries of the trusts.
Form 4 Insider Transactions: What Each Field Means →
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*
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)
08/18/2025
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 08/18/2025 F(1) 84,524 D $8.7024(2) 4,162,700(3) D
Class A Common Stock 450,000 I By: Trusts(4)
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 $8.55 to $9.10, 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 3,802,429 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.
4. 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 08/20/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did QuantumScape (QS) report on this Form 4?

The filing reports that CEO Sivaram Srinivasan sold 84,524 shares of Class A common stock on 08/18/2025 at a weighted average price of $8.7024.

Why were the shares sold according to the Form 4?

The Form 4 states the sale was made to cover tax obligations arising from the release of restricted stock units (RSUs).

How many shares does the reporting person beneficially own after the sale?

After the reported transaction the filing shows 4,162,700 shares beneficially owned directly and 450,000 shares beneficially owned indirectly through trusts.

How many of the reported shares are RSUs or PSUs?

The filing discloses 3,802,429 shares represented by RSUs and performance restricted stock units (PSUs) that vest quarterly or upon achievement of performance milestones.

Who signed the Form 4 and when?

The Form 4 was signed by Michael O McCarthy III, attorney-in-fact on 08/20/2025.