QuantumScape Corp — Director's Dealing 2021

Apr 2, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: QuantumScape Corp (QS)
CIK: 0001811414
Period of Report: 2021-03-30

Reporting Person: Volkswagen Group of America Investments, LLC (10% Owner)
Reporting Person: Volkswagen Group of America, Inc. (10% Owner)
Reporting Person: VOLKSWAGEN AG (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-30	Class A Common Stock (par value $0.0001)	P	15221334	$6.57	Acquired	68236103	Direct

Footnotes

F1: These shares will be acquired by the Reporting Persons pursuant to a Series F Preferred Stock Purchase Agreement, dated May 14, 2020 (the "Agreement"), by and between the Issuer and Volkswagen Group of America Investments, LLC ("VWGoAI"), as amended on September 3, 2020. Pursuant to the Agreement, VWGoAI agreed to acquire 15,221,334 shares of Common A Common Stock subject to the achievement of a specified technical milestone by March 31, 2021.

F2: On March 30, 2021 VWGoAI, QuantumScape Battery, Inc. (f/k/a QuantumScape Subsidiary, Inc.) and the Issuer entered into a Series F Closing Agreement (the "Series F Closing Agreement"), pursuant to which the parties agreed, among other things, that (i) other than the expiration or early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act ("HSR"), the Issuer had fulfilled all of the closing conditions to the Second Closing (as defined therein) under the Agreement, including the achievement of the specified technical milestone, and (ii) the parties would effect the Second Closing on the fifth (5th) business day following the date of expiration or early termination of the HSR waiting period or receipt of any clearance under applicable antitrust laws.

F3: These securities are directly held by VWGoAI, which is a wholly owned subsidiary of Volkswagen Group of America, Inc., a New Jersey corporation, which is a wholly owned subsidiary of Volkswagen Aktiengesellschaft, a public stock corporation organized under the laws of Germany.