Justin Mirro - Nov 8, 2021 Form 4 Insider Report for QuantumScape Corp (QS)

Role: Director
Signature: /s/ Kevin Hettrich, attorney-in-fact
Stock symbol: QS
Transactions as of: Nov 8, 2021
Transactions value $: -$1,775,477
Form type: 4
Date filed: 11/10/2021, 06:00 PM
Previous filing: Oct 12, 2021
Next filing: Dec 8, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	QS	Class A Common Stock	Sale	-$122K	-3.81K	-0.29%	$32.07	1.33M	Nov 8, 2021	By Kensington Capital Partners, LLC	F1, F2, F3
transaction	QS	Class A Common Stock	Sale	-$355K	-10.7K	-0.8%	$33.29^*	1.32M	Nov 8, 2021	By Kensington Capital Partners, LLC	F1, F3, F4
transaction	QS	Class A Common Stock	Sale	-$209K	-6.09K	-0.46%	$34.28^*	1.31M	Nov 8, 2021	By Kensington Capital Partners, LLC	F1, F3, F5
transaction	QS	Class A Common Stock	Sale	-$164K	-4.65K	-0.35%	$35.29^*	1.31M	Nov 8, 2021	By Kensington Capital Partners, LLC	F1, F3, F6
transaction	QS	Class A Common Stock	Sale	-$216K	-5.96K	-0.46%	$36.23^*	1.3M	Nov 8, 2021	By Kensington Capital Partners, LLC	F1, F3, F7
transaction	QS	Class A Common Stock	Sale	-$516K	-13.8K	-1.06%	$37.52^*	1.29M	Nov 8, 2021	By Kensington Capital Partners, LLC	F1, F3, F8
transaction	QS	Class A Common Stock	Sale	-$193K	-5.07K	-0.39%	$38.14^*	1.28M	Nov 8, 2021	By Kensington Capital Partners, LLC	F1, F3, F9
holding	QS	Class A Common Stock						250K	Nov 8, 2021	By Kensington Capital Trust	F10
holding	QS	Class A Common Stock						250K	Nov 8, 2021	By Justin E. Mirro 2020 Qualified Annuity Trust	F11
holding	QS	Class A Common Stock						4.01M	Nov 8, 2021	By Kensington Capital Sponsor LLC	F12

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	All sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
F2	The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.59 to $32.45, 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	Held of record by Kensington Capital Partners, LLC, for which the Reporting Person is the managing member.
F4	The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.72 to $33.69, 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.
F5	The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.72 to $34.67, 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.
F6	The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.84 to $35.75, 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.
F7	The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.85 to $36.81, 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.
F8	The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.95 to $37.92, 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.
F9	The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.95 to $38.45, 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.
F10	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.
F11	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.
F12	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.