[Form 4] QuantumScape Corporation Insider Trading Activity

Rhea-AI Filing Summary

QuantumScape (QS) Form 4 – Director insider activity dated 25 Jul 2025

Director Fritz Prinz and three related family trusts converted a total of 498,011 Class B shares into an equal number of Class A shares. The same day the trusts and Prinz disposed of 1,000,000 Class A shares in open-market sales at a weighted-average price of $11.6175, generating roughly $11.6 million in proceeds.

Post-transaction holdings: Prinz directly owns 161,343 Class A shares, all in restricted/performance stock units. The trusts report zero remaining Class A shares but continue to hold 6.91 million, 1.40 million and 1.27 million Class B shares, each convertible 1-for-1 into Class A with no expiration. No new options or other derivatives were issued or exercised beyond the noted conversions.

Insights

Financial Analyst

TL;DR (25 words)

Large insider sale: 1 M Class A shares at $11.62. Short-term supply headwind, but director retains sizable 9.6 M convertible Class B stake.

Detail: The sale represents roughly $11.6 M in liquidity and reduces Prinz’s immediate economic exposure to Class A stock, leaving only 161 k RSU/PSUs. However, the family still controls 9.6 M Class B shares, maintaining voting influence and long-term optionality. The concentrated sale could pressure near-term trading sentiment yet does not indicate a full exit given the remaining super-voting stake.

Corporate Governance Expert

TL;DR (23 words)

Significant Class A divestiture by director, but dual-class structure preserves control; disclosure aligns with SEC rules.

Detail: While the trusts’ liquidation of 1 M Class A shares may raise governance questions about alignment, the family’s retained Class B block safeguards voting power. Transparency is adequate: weighted-average pricing and conversion mechanics are fully footnoted. No indications of rule violations or unreported benefits.

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
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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).

1. Name and Address of Reporting Person^*

Prinz Fritz

(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)
07/25/2025

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	07/25/2025		C		260,739	A	(1)	529,813	I	By: Prinz Family Trust DTD 09/17/2018, Fredrich Prinz and Gertrude Prinz Trustees
Class A Common Stock	07/25/2025		C		118,636	A	(1)	200,000	I	By: Benedikt F. Prinz 2019 Trust, the Goldman Sachs Trust Company of Delaware, Trustee
Class A Common Stock	07/25/2025		C		118,636	A	(1)	200,000	I	By: Marie Helene Prinz 2019 Trust, the Goldman Sachs Trust Company of Delaware, Trustee
Class A Common Stock	07/25/2025		S		529,813	D	$11.6175(2)	0.00	I	By: Prinz Family Trust DTD 09/17/2018, Fredrich Prinz and Gertrude Prinz Trustees
Class A Common Stock	07/25/2025		S		200,000	D	$11.6175(2)	0.00	I	By: Benedikt F. Prinz 2019 Trust, the Goldman Sachs Trust Company of Delaware, Trustee
Class A Common Stock	07/25/2025		S		200,000	D	$11.6175(2)	0.00	I	By: Marie Helene Prinz 2019 Trust, the Goldman Sachs Trust Company of Delaware, Trustee
Class A Common Stock	07/25/2025		S		70,187	D	$11.6175(2)	161,343(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
Class B Common Stock	(1)	07/25/2025		C			260,739	(1)	(1)	Class A Common Stock	260,739	$0.00	6,911,446	I	By: Prinz Family Trust DTD 09/17/2018, Fredrich Prinz and Gertrude Prinz Trustees
Class B Common Stock	(1)	07/25/2025		C			118,636	(1)	(1)	Class A Common Stock	118,636	$0.00	1,404,738	I	By: Benedikt F. Prinz 2019 Trust, the Goldman Sachs Trust Company of Delaware, Trustee
Class B Common Stock	(1)	07/25/2025		C			118,636	(1)	(1)	Class A Common Stock	118,636	$0.00	1,273,436	I	By: Marie Helene Prinz 2019 Trust, the Goldman Sachs Trust Company of Delaware, Trustee

Explanation of Responses:

1. Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the Reporting Person's election and has no expiration date.

2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.45 to $11.865, 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 161,343 shares represented by restricted stock units ("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	07/25/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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