L. John Doerr - 07 Dec 2021 Form 4 Insider Report for QuantumScape Corp (QS)

Footnote F1

The shares are held for convenience in the name of "KPCB Holdings, Inc., as nominee" for the accounts of Kleiner Perkins Caufield & Byers XIV, LLC ("KPCB XIV") and KPCB XIV Founders Fund, LLC ("KPCB XIV FF") (collectively, the "KPCB Entities"). The managing member of KPCB XIV and KPCB XIV FF is KPCB XIV Associates, LLC ("KPCB XIV Associates"). The Reporting Person, a managing member of KPCB XIV Associates, exercises shared voting and dispositive control over the shares held by the KPCB Entities and disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

Footnote F2

Represents a pro-rata in-kind distribution of Common Stock of the Issuer by KPCB XIV and KPCB XIV FF without consideration to their members (the "Fund Distribution").

Footnote F3

Represents a change in the form of ownership from indirect to direct by virtue of the receipt of shares in the Fund Distribution.

Footnote F4

The shares are held directly by KPCB XIV Associates. The Reporting Person is a managing member of KPCB XIV Associates and may be deemed to share voting and investment power over the securities held by KPCB XIV Associates. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

Footnote F5

Represents a pro-rata in-kind distribution of Common Stock of the Issuer by KPCB XIV Associates, LLC (KPCB XIV Associates) without consideration to its members (the "Associates Distribution").

Footnote F6

Represents the receipt of shares of Common Stock of the Issuer by virtue of the Associates Distribution

Footnote F7

Shares are held by Vallejo Ventures Trust for which the Reporting Person and his spouse serve as trustee.

Footnote F8

The sole member of KPIC, LLC is Vallejo Ventures Trust. The Reporting Person is a trustee of the Vallejo Ventures Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

Footnote F9

The managing member of Lupum Ventures, LLC is Vallejo Ventures Trust. The Reporting Person is a trustee of the Vallejo Ventures Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

Footnote F10

Shares are held by The Austin 1999 Trust Dated May 25, 1999 for which the Reporting Person serves as trustee.

Footnote F11

Shares are held by The Hampton 1999 Trust Dated May 25, 1999 for which the Reporting Person serves as trustee.

Footnote F12

Represents the receipt of shares of Common Stock of the Issuer by virtue of the Fund Distribution.

Footnote F13

The sole member of Portico Libre, LLC is Vallejo Ventures Trust. The Reporting Person is a trustee of the Vallejo Ventures Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

Footnote F14

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.