QuantumScape Corp — Director's Dealing 2021

Jun 3, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: QuantumScape Corp (QS)
CIK: 0001811414
Period of Report: 2021-05-21

Reporting Person: DOERR L JOHN (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-21	Class A Common Stock	C	3138332	$0.00	Acquired	5070533	Indirect
2021-05-21	Class A Common Stock	J	5070533	$0.00	Disposed	0	Indirect
2021-05-21	Class A Common Stock	J	1430352	$0.00	Acquired	1430352	Indirect
2021-05-21	Class A Common Stock	J	1255274	$0.00	Disposed	175078	Indirect
2021-05-21	Class A Common Stock	J	130623	$0.00	Acquired	130623	Indirect
2021-05-21	Class A Common Stock	J	15769	$0.00	Acquired	15769	Indirect
2021-05-21	Class A Common Stock	J	1476	$0.00	Acquired	1476	Indirect
2021-05-21	Class A Common Stock	J	14090	$0.00	Acquired	14090	Indirect
2021-05-21	Class A Common Stock	J	14090	$0.00	Acquired	14090	Indirect
2021-05-21	Class A Common Stock	J	558519	$0.00	Acquired	558519	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-21	Class B Common Stock	$0.00	C	3138332	Disposed		Class A Common Stock (3138332)	Indirect

Footnotes

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.

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").

F3: Represents a change in the form of ownership from indirect to direct by virtue of the receipt of shares in the Fund Distribution.

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 over such securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F5: Represents a pro-rata in-kind distribution of Common Stock of the Issuer by KPCB XIV Associates without consideration to its members (the "Associates Distribution").

F6: Represents the receipt of shares of Common Stock of the Issuer by virtue of the Associates Distribution.

F7: Shares are held by Vallejo Ventures Trust for which the Reporting Person and his spouse serve as trustee.

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.

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.

F10: Shares are held by The Austin 1999 Trust Dated May 25, 1999 for which the Reporting Person serves as trustee.

F11: Shares are held by The Hampton 1999 Trust Dated May 25, 1999 for which the Reporting Person serves as trustee.

F12: Represents the receipt of shares of Common Stock of the Issuer by virtue of the Fund Distribution.

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.

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.