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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K ( Mark One ) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ΤΟ Commission File Number 001-39345 QUANTUMSCAPE CORPORATION ( Exact name of registrant as specified in its Charter ) Delaware ( State or other jurisdiction of incorporation or organization ) 1730 Technology Drive San Jose , California ( Address of principal executive offices ) 85-0796578 ( I.R.S. Employer Identification No. ) 95110 ( Zip Code ) Registrant's telephone number , including area code : ( 408 ) 452-2000 Trading Symbol ( s ) QS QS.W Securities registered pursuant to Section 12 ( b ) of the Act : Title of each class Class A common stock , par value $ 0.0001 per share Redeemable warrants , each whole warrant exercisable for one share of Class A common stock at an exercise price of $ 11.50 Securities registered pursuant to Section 12 ( g ) of the Act : None Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . YES Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15 ( d ) of the Act . YES NO Indicate by check mark whether the registrant : ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . YES > NO Name of each exchange on which registered The New York Stock Exchange The New York Stock Exchange NO Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( §232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . YES NO Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , smaller reporting company , or an emerging growth company . See the definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company , ” and “ emerging growth company " in Rule 12b - 2 of the Exchange Act . Large accelerated filer Non - accelerated filer Accelerated filer Smaller reporting company Emerging growth company If an emerging growth company , indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Act ) . YES NO ☐ As of June 30 , 2020 , the last day of the registrant's most recently completed second fiscal quarter , the aggregate market value of the voting and non - voting common equity held by non - affiliates of the registrant , based on the closing price of the shares of common stock on The New York Stock Exchange , was approximately $ 230,000,000 . The number of shares of the registrant's Class A common stock , par value $ 0.0001 per share outstanding was 210,337,506 , and the number of shares of the registrant's Class B common stock , par value $ 0.0001 per share outstanding was 156,228,764 , as of February 16 , 2021 . DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's definitive proxy statement relating to its annual meeting of stockholders to be held in 2021 ( the " 2021 Annual Meeting " ) , to be filed with the Securities and Exchange Commission ( the " SEC " ) within 120 days after the end of the fiscal year to which this Annual Report on Form 10 - K relates , are incorporated herein by reference where indicated . Except with respect to information specifically incorporated by reference in this Annual Report on Form 10 - K , such proxy statement is not deemed to be filed as part hereof .