Form 4: QuantumScape Director Sells Over 860,000 Shares Under Pre-Arranged Trading Plan

QuantumScape Corporation Director Fritz Prinz sold 864,708 shares of Class A Common Stock for approximately $6.07 million through a Rule 10b5-1 trading plan.

Summary

• Fritz Prinz, a Director of QuantumScape Corp (QS), executed sales of Class A Common Stock on July 3, 2025.
• A total of 864,708 shares were sold at a weighted average price of $7.0224 per share.
• The sales were conducted pursuant to a Rule 10b5-1 trading plan adopted on March 4, 2024.
• The price range for the sales was between $7.00 and $7.085 per share.
• Following these transactions, Fritz Prinz directly holds 231,530 shares, which includes 161,343 shares represented by restricted stock units (RSUs) and performance restricted stock units (PSUs).
• Indirect beneficial ownership after the sales includes 269,074 shares held by the Prinz Family Trust, 81,364 shares by the Benedikt Prinz 2019 Trust, and 81,364 shares by the Marie Helene Prinz 2019 Trust, totaling 431,802 indirect shares.
• RSUs vest quarterly and PSUs vest upon achievement of certain performance milestones, both contingent on continued service.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While it's a large insider sale, it was conducted under a pre-arranged 10b5-1 plan, which typically indicates a planned liquidity event rather than a reaction to new, negative information about the company. Therefore, it's less indicative of immediate negative sentiment from the insider.

Negatives

• A significant sale of 864,708 shares by a director, even if pre-planned, could be perceived negatively by some investors as it reduces insider ownership.

Industry Context

This Form 4 filing is a routine disclosure of insider stock transactions. It does not provide direct insights into QuantumScape's operational performance or broader industry trends, but rather reflects a pre-scheduled liquidity event for a director. Such sales are common among executives and directors for personal financial planning.

Related Party Transactions

• Sales of shares held indirectly through the Prinz Family Trust, Benedikt Prinz 2019 Trust, and Marie Helene Prinz 2019 Trust.

Stakeholder Impact

• Shareholders: The sale of a significant number of shares by a director could lead to minor short-term price volatility or be interpreted by some as a lack of confidence, though the 10b5-1 plan mitigates this interpretation.

Next Steps

• RSUs will continue to vest quarterly subject to continued service.
• PSUs will continue to vest upon achievement of certain performance milestones, subject to continued service.

Key Dates

Keywords

QuantumScape, QS, SEC Form 4, Insider Trading, Stock Sale, Director, Fritz Prinz, 10b5-1 Plan, Class A Common Stock, Restricted Stock Units, Performance Stock Units