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Filing Details

Accession Number:: 0001104659-21-045745
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-04-01 18:44:16
Reporting Period:: 2021-03-30

Accepted Time:: 2021-04-01 18:44:16
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1811414	Quantumscape Corp	QS	()	4

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1111708	Ag Volkswagen	Berliner Ring 2 Wolfsburg 2M 38440	No	No	Yes	No
1834694	Volkswagen Group Of America Investments, Llc	2200 Ferdinand Porsche Drive Herndon VA 20171	No	No	Yes	No
1834695	Volkswagen Group Of America, Inc.	2200 Ferdinand Porsche Drive Herndon VA 20171	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock (Par Value $0.0001)	Acquisiton	2021-03-30	15,221,334	$6.57	68,236,103	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct

Footnotes

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.
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.
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.