QuantumScape Corp — Director's Dealing 2021

May 22, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: QuantumScape Corp (QS)
CIK: 0001811414
Period of Report: 2021-05-19

Reporting Person: Holme Timothy (Chief Technology Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-19	Class A Common Stock	F	17491	$28.43	Disposed	352395	Direct
2021-05-19	Class A Common Stock	C	500000	—	Acquired	852395	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-19	Class B Common Stock	$	C	500000	Disposed		Class A Common Stock (500000)	Direct

Footnotes

F1: Represents a sale to cover tax obligations on the release of restricted stock units ("RSUs").

F2: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.80 to $28.97, 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.

F3: The Class B Common Stock is convertible into an equal number of shares of Class A Common Stock at any time, at the holder's election, and has no expiration date. On May 19, 2021, the Reporting Person directed the conversion of 500,000 shares of Class B Common Stock into Class A Common Stock.

F4: Includes 301,630 shares represented by RSUs. Each RSU represents the Reporting Person's right to receive one share of Class A Common Stock of the Issuer. A portion of the RSUs vest each quarter, subject to the Reporting Person's continued service as of each vesting date.