Form 4: QuantumScape CFO Sells 9,800 Shares Under 10b5-1 Plan
Insider Transaction Report
QuantumScape's Chief Financial Officer, Kevin Hettrich, reported the sale of 9,800 Class A Common Stock shares at a weighted average price of $10.5909, executed under a pre-arranged 10b5-1 trading plan.
Summary
- Kevin Hettrich, QuantumScape's Chief Financial Officer, sold 9,800 shares of Class A Common Stock on January 14, 2026.
- The shares were sold at a weighted average price of $10.5909, with individual transactions ranging from $10.315 to $10.815.
- This transaction was executed pursuant to a Rule 10b5-1 trading plan adopted on June 11, 2025.
- Following the sale, Hettrich beneficially owns 1,485,138 shares of QuantumScape.
- The beneficial ownership total includes 2,500 shares acquired under the Issuer's Employee Stock Purchase Plan on December 1, 2025.
- The total also includes 1,110,707 shares represented by restricted stock units (RSUs) and performance restricted stock units (PSUs), which vest quarterly or upon achievement of certain performance milestones, subject to continued service.
Sentiment
Score: 5
Explanation: The sentiment is neutral. While an insider sale can be seen as a slight negative, it was executed under a pre-arranged 10b5-1 plan, which mitigates concerns about opportunistic trading. The CFO also acquired shares via ESPP and holds significant equity in RSUs/PSUs, balancing the sale.
Positives
- The sale was conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a planned transaction rather than a reaction to new, non-public information.
- The reporting person acquired 2,500 shares through the Employee Stock Purchase Plan on December 1, 2025, demonstrating continued participation in company equity programs.
- A significant portion of the beneficial ownership (1,110,707 shares) is in the form of RSUs and PSUs, aligning management's interests with long-term company performance and shareholder value.
Negatives
- A Chief Financial Officer selling shares, even under a 10b5-1 plan, can sometimes be perceived negatively by investors, as it reduces their direct equity stake in the company.
Future Outlook
NA
Industry Context
NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Trading Plan Adoption | Kevin Hettrich adopted a Rule 10b5-1 trading plan on June 11, 2025, to facilitate the orderly sale of equity securities. | 2025-06-11 | Enhances transparency and provides an affirmative defense against insider trading allegations for planned transactions. |
Stakeholder Impact
- Shareholders may note the CFO's reduction in direct share ownership, though this is mitigated by the pre-arranged 10b5-1 plan and continued significant holdings in RSUs and PSUs.
Next Steps
- Ongoing vesting of restricted stock units (RSUs) and performance restricted stock units (PSUs) based on continued service and achievement of performance milestones.
Key Dates
| Date | Description |
|---|---|
| 2025-06-11 | Date Rule 10b5-1 trading plan was adopted by Kevin Hettrich. |
| 2025-12-01 | Date 2,500 shares were acquired under the Issuer's Employee Stock Purchase Plan. |
| 2026-01-14 | Date of the reported transaction (sale of Class A Common Stock). |
| 2026-01-16 | Date the Form 4 was signed by attorney-in-fact. |
Keywords
QuantumScape, QS, Form 4, insider trading, stock sale, CFO, 10b5-1 plan, equity compensation, restricted stock units, performance stock units
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