0001209191-20-060829.txt : 20201130 0001209191-20-060829.hdr.sgml : 20201130 20201130215631 ACCESSION NUMBER: 0001209191-20-060829 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201125 FILED AS OF DATE: 20201130 DATE AS OF CHANGE: 20201130 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MIRRO JUSTIN E CENTRAL INDEX KEY: 0001641982 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39345 FILM NUMBER: 201359680 MAIL ADDRESS: STREET 1: 39550 ORCHARD HILL PL CITY: NOVI STATE: MI ZIP: 48375 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: QuantumScape Corp CENTRAL INDEX KEY: 0001811414 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 850796578 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1730 TECHNOLOGY DRIVE CITY: SAN JOSE STATE: CA ZIP: 95110 BUSINESS PHONE: (408) 452-2000 MAIL ADDRESS: STREET 1: 1730 TECHNOLOGY DRIVE CITY: SAN JOSE STATE: CA ZIP: 95110 FORMER COMPANY: FORMER CONFORMED NAME: Kensington Capital Acquisition Corp. DATE OF NAME CHANGE: 20200505 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-11-25 0 0001811414 QuantumScape Corp QS 0001641982 MIRRO JUSTIN E C/O QUANTUMSCAPE CORPORATION 1730 TECHNOLOGY DRIVE SAN JOSE CA 95110 1 0 0 0 Class A Common Stock 2020-11-25 4 C 0 5750000 A 5750000 I See footnote Class A Common Stock 2020-11-25 4 J 0 1744898 D 4005102 I See footnote Class A Common Stock 2020-11-25 4 J 0 1144898 A 1144898 I See footnote Class A Common Stock 2020-11-25 4 J 0 300000 A 300000 I See footnote Class A Common Stock 2020-11-25 4 J 0 300000 A 300000 I See footnote Class B Common Stock 2020-11-25 4 C 0 5750000 0.00 D Class A Common Stock 5750000 0 I See footnote Private Placement Warrants 2020-11-25 4 J 0 804357 A Class A Common Stock 804357 804357 I See footnote As described in the Issuer's Registration Statement on Form S-1 (File No. 333-239053) under the heading "Description of Securities-Founder Shares", the Issuer's shares of Class B Common Stock, par value $0.0001 per share, automatically converted into the Issuer's shares of Class A Common Stock, par value $0.0001 per share, at the time of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date. 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. These Class A Common Stock shares were distributed by Kensington Capital Sponsor LLC to its members following the Issuer's initial business combination on November 25, 2020. These shares were acquired by Kensington Capital Partners, LLC, for which Reporting Person is the managing member and sole owner, by virtue of a distribution of Class A Common Stock by Kensington Capital Sponsor LLC to its members following Issuer's initial business combination on November 25, 2020. Held of record by Kensington Capital Partners, LLC, for which Reporting Person is the managing member and sole owner, by virtue of a distribution of Class A Common Stock by Kensington Capital Sponsor LLC to its members following Issuer's initial business combination on November 25, 2020. These shares were acquired by the Justin E. Mirro 2020 Qualified Annuity Trust under agreement dated June 27, 2020, for which the Reporting Person serves as trustee, by virtue of a distribution of Class A Common Stock by Kensington Capital Sponsor LLC to its members following Issuer's initial business combination on November 25, 2020. 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. These shares were acquired by the Kensington Capital Trust under agreement dated June 27, 2020, for which the Reporting Person's spouse serves as a trustee, by virtue of a distribution of Class A Common Stock by Kensington Capital Sponsor LLC to its members following Issuer's initial business combination on November 25, 2020. 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. These shares represent Class B Common Stock held by the Sponsor that were acquired pursuant to a subscription agreement by and between the Sponsor and the Issuer. As a managing member of the managing member of the Sponsor, the Reporting Person may be deemed to share beneficial ownership of the shares of Class B 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. These securities were acquired by Kensington Capital Partners, LLC, for which Reporting Person is the managing member and sole owner, by virtue of a distribution of warrants exercisable for shares of Class A Common Stock by Kensington Capital Sponsor LLC to its members following Issuer's initial business combination on November 25, 2020. Held of record by Kensington Capital Partners, LLC, for which the Reporting Person is the managing member and sole owner, by virtue of a distribution of warrants exercisable for shares of Class A Common Stock by Kensington Capital Sponsor LLC to its members following Issuer's initial business combination on November 25, 2020. /s/ Michael O. McCarthy III, Attorney-in-Fact 2020-11-30