0001209191-21-059152.txt : 20211004 0001209191-21-059152.hdr.sgml : 20211004 20211004190025 ACCESSION NUMBER: 0001209191-21-059152 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210930 FILED AS OF DATE: 20211004 DATE AS OF CHANGE: 20211004 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: 211304562 MAIL ADDRESS: STREET 1: 40300 TRADITIONS DRIVE CITY: NORTHVILLE STATE: MI ZIP: 48168 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 2021-09-30 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 2021-09-30 4 X 0 379357 11.50 A 1540493 I By Kensington Capital Partners, LLC Class A Common Stock 2021-09-30 4 S 0 186437 23.40 D 1354056 I By Kensington Capital Partners, LLC Class A Common Stock 250000 I By Kensington Capital Trust Class A Common Stock 250000 I By Justin E. Mirro 2020 Qualified Annuity Trust Class A Common Stock 4005102 I By Kensington Capital Sponsor LLC Warrant (right to buy) 11.50 2021-09-30 4 X 0 379357 D Class A Common Stock 379357 0 I by Kensington Capital Partners, LLC Held of record by Kensington Capital Partners, LLC, for which the Reporting Person is the managing member and sole owner. On September 30, 2021, Kensington Capital Partners, LLC exercised a warrant to purchase 379,357 shares of Company common stock for $11.50 a share. Kensington Capital Partners, LLC paid the exercise price on a cashless basis, resulting in the withholding of 186,437 of the warrant shares by the Company to pay the exercise price and issuing to Kensington Capital Partners, LLC the remaining 192,920 shares. 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. 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. 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 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. /s/ Kevin Hettrich, attorney-in-fact 2021-10-04