Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(d) Appointment of New Director
On January 13, 2021, Jens Wiese was appointed to the Board of Directors (the “Board”) of QuantumScape Corporation (the “Company”). Mr. Wiese will serve as a director with a term of office expiring at the Company’s 2021 Annual Meeting of Stockholders.
Mr. Wiese has served in multiple roles at Volkswagen AG, most recently as Head of Volkswagen Group M&A, Investment Advisory, and Partnerships since January 2020, Head of Industrial Cooperations and Partnerships from June 2018 to December 2019, Head of Group Battery Strategy from June 2016 to December 2019, and Corporate Strategy/Head of Performance Improvement from March 2016 to May 2018. Prior to his service at Volkswagen AG, Mr. Wiese served as Director and Member of the German Management Team at AlixPartners GmbH, a consulting firm, from March 2007 to February 2016. Mr. Wiese holds a Masters degree in Business Administration from the Ludwig Maximilian University of Munich.
Mr. Wiese was appointed a director of the Company pursuant to that certain letter agreement by and among the Company, QuantumScape Subsidiary, Inc., and Volkswagen Group of America Investments, LLC (“VWGoAI”), dated as of December 7, 2020, a copy of which is filed as Exhibit 10.30 to the Company’s Form S-1 filed on December 17, 2020 (the “Letter Agreement”). Pursuant to the Letter Agreement, the Company shall cause up to two representatives designated by VWGoAI to be included on the Company’s Board upon VWGoAI’s written request. The foregoing description of the Letter Agreement is qualified in its entirety by reference to the full text of the Letter Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. There are no other arrangements or understandings between Mr. Wiese and any other persons pursuant to which Mr. Wiese was appointed a director of the Company, and there are no family relationships between Mr. Wiese and any director or executive officer of the Company.
The Company will enter into its standard form of indemnification agreement with Mr. Wiese, a copy of which is filed as Exhibit 10.7 of the Company’s Form 8-K filed on December 2, 2020. Other than the indemnification agreement described in the preceding sentence, Mr. Wiese has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended, nor are any such transactions currently proposed.
A copy of the news release issued by the Company on January 14, 2021 announcing Mr. Wiese’s appointment to the Board is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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Exhibit
No. | | Description |
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| 10.1 | | Letter Agreement, dated as of December 7, 2020, by and among QuantumScape Subsidiary, Inc., QuantumScape Corporation, and Volkswagen Group of America Investments, LLC (incorporated by reference from Exhibit 10.30 to the Company’s Form S-1 filed with the SEC on December 17, 2020). |
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| 99.1 | | News release of QuantumScape Corporation dated January 14, 2021, announcing the appointment of a new director. |
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