Michael O McCarthy III - 27 May 2021 Form 4 Insider Report for QuantumScape Corp (QS)

Role: Chief Legal Officer
Signature: /s/ Michael O. McCarthy III
Issuer symbol: QS
Transactions as of: 27 May 2021
Net transactions value: -$2,614,790
Form type: 4
Filing time: 28 May 2021, 16:10:58 UTC
Previous filing: 26 May 2021
Next filing: 08 Jun 2021
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	QS	Class A Common Stock	Conversion of derivative security	$0	+14,521	+1.5%	$0.000000	972,882	27 May 2021	Direct	F1
transaction	QS	Class A Common Stock	Sale	$2,614,790	-100,000	-10%	$26.15	872,882	27 May 2021	Direct	F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	QS	Stock Option (right to buy)	Options Exercise	$0	-14,521	-12%	$0.000000	110,152	27 May 2021	Class B Common Stock	14,521	$0.6439	Direct	F4
transaction	QS	Class B Common Stock	Options Exercise	$0	+14,521		$0.000000	14,521	27 May 2021	Class A Common Stock	14,521	$0.6439	Direct	F1
transaction	QS	Class B Common Stock	Conversion of derivative security	$0	-14,521	-100%	$0.000000^*	0	27 May 2021	Class A Common Stock	14,521		Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	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.
F2	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.00 to $26.50, 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.
F3	Includes 452,447 shares represented by RSUs. Each RSU represents the Reporting Person's right to receive one share of Class A Common Stock of the Issuer. A portion of the RSUs vest each quarter, subject to the Reporting Person's continued service as of each vesting date.
F4	25% of the shares subject to the option vested and became exercisable on April 8, 2014, and the remaining shares will vest monthly thereafter, subject to the Reporting Person's continued service at each vesting date.