QuantumScape Corp — Director's Dealing 2020

Jun 26, 2020

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Kensington Capital Acquisition Corp. (KCAC)
CIK: 0001811414
Period of Report: 2020-06-25

Reporting Person: Kensington Sponsor LLC (10% Owner)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B common stock	$		Class A common stock (5750000)		Direct

Footnotes

F1: As described in the issuer's registration statement on Form S-1 (File No. 333-239053) under the heading "Description of Securities-Founder Shares", the shares of the issue's Class B common stock, par value $0.0001 per share, will automatically convert into shares of the issuer's Class A common stock, par value $0.0001 per share, at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date.

F2: The shares of Class B common stock owned by the reporting person include up to 750,000 shares that are subject to forfeiture to the extent the underwriters of the initial public offering of the issuer's securities do not exercise in full their over-allotment option as described in the issuer's registration statement.

F3: Justin Mirro, the issuer's Chairman and Chief Executive Officer, has voting and investment discretion with respect to the securities held by the reporting person and may be deemed to have shared beneficial ownership of the securities held directly by the reporting person. Mr. Mirro disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.