Jagdeep Singh - Dec 9, 2024 Form 4 Insider Report for QuantumScape Corp (QS)

Role
Director
Signature
/s /Michael O McCarthy III, attorney-in-fact
Stock symbol
QS
Transactions as of
Dec 9, 2024
Transactions value $
-$1,719,559
Form type
4
Date filed
12/10/2024, 07:59 PM
Previous filing
Nov 20, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction QS Class A Common Stock Options Exercise $404K +308K +12.02% $1.31 2.87M Dec 9, 2024 Direct F1, F2
transaction QS Class A Common Stock Sale -$1.63M -308K -10.73% $5.30 2.56M Dec 9, 2024 Direct F1, F2, F3, F4
transaction QS Class A Common Stock Sale -$490K -92.4K -1.62% $5.30 5.6M Dec 9, 2024 By: Trusts F1, F3, F5
holding QS Class A Common Stock 973K Dec 9, 2024 By: The Singh Family Trust UDT dated October 3, 1996

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 -308K -24.27% $0.00 961K Dec 9, 2024 Class A Common Stock 308K $1.31 Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 The exercise and sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 1, 2024.
F2 Exercise and sale of stock options expiring in the next two years.
F3 The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.03 to $5.515, 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.
F4 Includes 550,000 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.
F5 The Reporting Person's family members are beneficiaries of the trusts. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.