[Form 4] QuantumScape Corporation Insider Trading Activity

Rhea-AI Filing Summary

Kevin Hettrich, Chief Financial Officer of QuantumScape (QS), reported a sale of 39,521 shares of Class A common stock on 08/18/2025 to cover tax obligations arising from the release of restricted stock units (RSUs). The weighted-average price of the shares sold was $8.7024, with individual sale prices ranging from $8.55 to $9.10. After the reported transactions, the filing shows the reporting person beneficially owned 1,611,067 shares, which include 1,260,539 shares represented by RSUs and performance restricted stock units (PSUs) and 2,500 shares acquired through the Employee Stock Purchase Plan on 06/02/2025. RSUs vest quarterly and PSUs vest upon achieving specified performance milestones, both subject to continued service.

Positive

• Clear disclosure of the sale-to-cover reason and weighted-average sale price ($8.7024) enhances transparency
• Substantial beneficial ownership remains (1,611,067 shares) with 1,260,539 shares in RSUs/PSUs that vest over time or on performance
• ESPP participation shown by acquisition of 2,500 shares on 06/02/2025

Negative

• Disposition of 39,521 shares reduces immediate liquid holdings
• Materiality of sale to cover taxes is not quantified as a percentage of prior holdings within the filing

Insights

Corporate Governance Expert

TL;DR: Routine tax-covering sale by an officer; significant equity remains tied to service and performance-based awards.

The Form 4 documents an officer sale explicitly described as a sale-to-cover for tax obligations on released RSUs. The report details continuing ownership that is largely in the form of time- and performance-based awards, which aligns the executive's incentives with ongoing service and performance conditions. The filing is signed by an attorney-in-fact and provides clear disclosure of the weighted-average sale price and price range, supporting transparency in insider activity.

Securities/Financial Analyst

TL;DR: Insider disposed of a modest block of shares; reported holdings remain substantial and largely restricted.

The sale of 39,521 shares at a weighted-average price of $8.7024 is presented as a transaction to satisfy tax obligations from RSU releases. Post-transaction beneficial ownership is reported as 1,611,067 shares, including 1,260,539 RSU/PSU-driven shares and 2,500 ESPP shares acquired on 06/02/2025. The disclosure of the sale price range ($8.55–$9.10) and the commitment to provide breakouts on request adds useful granularity for market participants assessing insider activity.

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).

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^*

Hettrich Kevin

(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 FINANCIAL 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)		39,521	D	$8.7024(2)	1,611,067(3)(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").

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 2,500 shares acquired under the Issuer's Employee Stock Purchase Plan on June 2, 2025.

4. Includes 1,260,539 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	08/20/2025
	** 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 did QuantumScape (QS) CFO Kevin Hettrich report on Form 4?

He reported a sale of 39,521 shares on 08/18/2025 described as a sale to cover tax obligations from RSU releases, at a weighted-average price of $8.7024.

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

1,611,067 shares beneficially owned following the reported transactions, per the Form 4.

How many shares are represented by RSUs and PSUs?

1,260,539 shares are represented by RSUs and performance restricted stock units that vest quarterly or upon performance milestones, subject to continued service.

What price range were the shares sold at?

Shares were sold at prices ranging from $8.55 to $9.10, with a weighted-average price of $8.7024.

Were any other purchases reported in the filing?

Yes: The filing includes 2,500 shares acquired under the Issuer's Employee Stock Purchase Plan on 06/02/2025.