Justin E. Mirro - 07 Jan 2022 Form 4 Insider Report for QuantumScape Corp (QS)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
10 Jan 2022, 18:59:58 UTC
Prior SEC filing
17 Dec 2021
Next SEC filing
01 Mar 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Michael O. McCarthy, attorney-in-fact

Key filing fact

Justin E. Mirro filed Form 4 for QuantumScape Corp (QS) on 10 Jan 2022.

Key facts

  • This page summarizes Justin E. Mirro's Form 4 filing for QuantumScape Corp (QS).
  • 2 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 10 Jan 2022, 18:59.

Change

  • Previous filing in this sequence was filed on 17 Dec 2021.
  • Current net transaction value: -$1,053,212.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

QS transaction

Class A Common Stock

Sale

Transaction value
$985,096
Shares
-46,852
Change %
-3.8%
Price
$21.03
Shares after
1,187,204
Date
07 Jan 2022
Ownership
By Kensington Capital Partners, LLC
Footnotes
F1, F2, F3
QS transaction

Class A Common Stock

Sale

Transaction value
$68,116
Shares
-3,148
Change %
-0.27%
Price
$21.64
Shares after
1,184,056
Date
07 Jan 2022
Ownership
By Kensington Capital Partners, LLC
Footnotes
F1, F3, F4
QS holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
5,294
Date
07 Jan 2022
Ownership
Direct
Footnotes
F5
QS holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
250,000
Date
07 Jan 2022
Ownership
By Kensington Capital Trust
Footnotes
F6
QS holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
250,000
Date
07 Jan 2022
Ownership
By Justin E. Mirro 2020 Qualified Annuity Trust
Footnotes
F7
QS holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
4,005,102
Date
07 Jan 2022
Ownership
By Kensington Capital Sponsor LLC
Footnotes
F8
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 8 footnotes

Footnote F1

All sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

Footnote F2

The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.53 to $21.51, 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.

Footnote F3

Held of record by Kensington Capital Partners, LLC, for which the Reporting Person is the managing member.

Footnote F4

The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.57 to $21.75, 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.

Footnote F5

Includes 5,294 shares represented by Restricted Stock Units (RSUs). Each RSU represents the Reporting Person's right to receive one share of Class A Common Stock of the Issuer. 100% of the RSUs vest on the first quarterly vesting date following the one-year anniversary of the grant date, subject to the Reporting Person's continued service as of the vesting date.

Footnote F6

Held of record by the Kensington Capital Trust under agreement dated June 27, 2020, for which the Reporting Person's spouse serves as a trustee. The Reporting Person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

Footnote F7

Held of record by the Justin E. Mirro 2020 Qualified Annuity Trust under agreement dated June 27, 2020, for which the Reporting Person serves as trustee. The Reporting Person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

Footnote F8

As a managing member of the managing member of Kensington Capital Sponsor LLC (the "Sponsor"), the Reporting Person may be deemed to share beneficial ownership of the shares of Class A Common Stock held directly by the Sponsor, and disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

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