QuantumScape Corp·4

Feb 20, 6:50 PM ET

Holme Timothy 4

4 · QuantumScape Corp · Filed Feb 20, 2026

Research Summary

AI-generated summary of this filing

Updated

QuantumScape (QS) CTO Timothy Holme Sells Shares

What Happened

  • Timothy Holme, Chief Technology Officer of QuantumScape (QS), disposed of shares between Feb 18–20, 2026, primarily by selling stock that resulted from conversion of derivative securities and by selling shares to cover tax obligations on vested awards.
  • Sales reported (weighted/aggregate amounts): 324,486 shares sold for approximately $2,303,672 total. Notable line items:
    • 2026-02-18: 105,719 shares sold to cover tax obligations — $7.14 reported avg — $755,309.
    • 2026-02-19: 23,316 shares sold to cover tax obligations — $7.08 reported avg — $164,979.
    • 2026-02-19: Converted 127,077 derivative shares (reported $0 acquisition) and sold those shares at ~$7.10 — $902,412.
    • 2026-02-19: Converted 34,254 derivative shares (reported $0 acquisition) and sold those shares at ~$7.10 — $243,248.
    • 2026-02-20: Open-market sale of 34,120 shares at $6.97 avg — $237,724.
  • Overall this filing shows sales (not purchases); many sales were routine (tax withholding on RSUs/PSUs and sales following conversions).

Key Details

  • Transaction dates: Feb 18–20, 2026. Form filed: Feb 20, 2026 (Period of Report: Feb 18, 2026).
  • Prices: reported as weighted averages; sales executed across multiple trades (reported price ranges in footnotes: roughly $6.855–$7.29 depending on the lot).
  • Total shares sold (with dollar amounts reported): 324,486 shares for ~ $2.30M.
  • Derivative activity: 161,331 shares appear as conversions of derivative securities (127,077 + 34,254) reported at $0 acquisition and then disposed—i.e., converted into Class A shares and sold.
  • Tax withholding: two transactions (Feb 18 and Feb 19) were sales to cover tax obligations on vested RSUs/PSUs.
  • 10b5-1 plan: some sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 5, 2025 (per footnote).
  • Holdings after transaction: not fully specified in the excerpt provided. Footnotes note 978,348 shares represented by RSUs/PSUs and that Class B shares are convertible 1:1 into Class A.
  • Filing timeliness: Form 4 filed Feb 20, 2026; no late-filing indicator shown in the provided data.

Context

  • The filing shows conversions of derivative securities (reported at $0 acquisition) followed by immediate sales — effectively realizing value from vested/convertible awards. Sales to cover tax withholding on RSUs/PSUs are routine and common after vesting.
  • All reported activity here are disposals (sales); there are no open-market purchases reported in this filing.

Insider Transaction Report

Form 4
Period: 2026-02-18
Holme Timothy
CHIEF TECHNOLOGY OFFICER
Transactions
  • Tax Payment

    Class A Common Stock

    [F1][F2]
    2026-02-18$7.14/sh105,719$755,3091,145,664 total
  • Tax Payment

    Class A Common Stock

    [F1][F3]
    2026-02-19$7.08/sh23,316$164,9791,122,348 total
  • Conversion

    Class A Common Stock

    2026-02-19+127,0771,249,425 total
  • Sale

    Class A Common Stock

    [F4][F5]
    2026-02-19$7.10/sh127,077$902,4121,122,348 total
  • Conversion

    Class A Common Stock

    2026-02-19+34,25434,254 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F4][F5]
    2026-02-19$7.10/sh34,254$243,2480 total(indirect: By Trust)
  • Sale

    Class A Common Stock

    [F4][F6][F7]
    2026-02-20$6.97/sh34,120$237,7241,088,228 total
  • Conversion

    Class B Common Stock

    [F8]
    2026-02-19127,0777,734,061 total
    Class A Common Stock (127,077 underlying)
  • Conversion

    Class B Common Stock

    [F8]
    2026-02-1934,2541,449,687 total(indirect: By Trust)
    Class A Common Stock (34,254 underlying)
Footnotes (8)
  • [F1]Represents a sale to cover tax obligations on the release of restricted stock units ("RSUs") and performance restricted stock units ("PSUs").
  • [F2]The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.96 to $7.29, 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]The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.99 to $7.21, 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.
  • [F4]The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 5, 2025.
  • [F5]The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.985 to $7.215, 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 $6.855 to $7.105, 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]Includes 978,348 shares represented by RSUs and PSUs. Each RSU/PSU represents the Reporting Person's right to receive one share of Class A Common Stock of the Issuer. The RSUs vest each quarter and the PSUs vest upon achievement of certain performance milestones, in both cases subject to the Reporting Person's continued service as of each vesting date.
  • [F8]Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the Reporting Person's election and has no expiration date.
Signature
/s /Michael O McCarthy III, attorney-in-fact|2026-02-20

Documents

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