| Item 1.01 | Entry into a Material Definitive Agreement. |
On February 13, 2021, QuantumScape Corporation, a Delaware corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Transfer Agent”), amended the Warrant Agreement, dated as of June 25, 2020, by and between the Company and the Transfer Agent (the “Warrant Agreement”). The Warrant Agreement has been amended to (i) advance the earliest exercise date of the Public Warrants (as defined in the Warrant Agreement) to March 5, 2021 rather than June 30, 2021 and (ii) clarify that this advancement of the earliest exercise date of the Public Warrants will not impact the earliest date of redemption of the Public Warrants, the Private Placement Warrants (as defined in the Warrant Agreement) or the Working Capital Warrants (as defined in the Warrant Agreement). The earliest redemption date of the Public Warrants will remain July 30, 2021 and the earliest redemption date of the Private Placement Warrants and Working Capital Warrants will remain September 28, 2021. The earliest exercise date of the Private Placement Warrants and Working Capital Warrants will remain June 30, 2021. As of March 5, 2021, warrant holders may exercise their Public Warrants to purchase the Company’s Class A common stock, par value $0.0001 per share, at $11.50 per share.
| Item 7.01 | Regulation FD Disclosure |
On February 16, 2021, the Company issued a press release announcing the amendment to the Warrant Agreement.
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The information furnished in this Item 7.01, including Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference into any other filing under the Exchange Act or the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.
| Item 9.01 | Financial Statements and Exhibits |
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