QS on Nasdaq

QuantumScape

Logo: QuantumScape Corporation, Public domain, via Wikimedia Commons5

American battery company

QuantumScape Corporation is an American company that researches and develops solid-state rechargeable lithium metal batteries for use in electric cars. It was founded in 2010 and is headquartered in San Jose, California, employs around 850 people. Major investors include Volkswagen Group and Bill Gates.3 Its shares trade on Nasdaq under the symbol QS.1 Wikipedia text CC BY-SA 4.0

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Last updated Oct 21, 2026.

Overview

-$435.1MNet income, fiscal 20256
2010Founded1

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  • TickerQS on Nasdaq1
  • IndustryMiscellaneous Electrical Machinery, Equipment & Supplies1
  • HeadquartersSan Jose1
  • Websitewww.quantumscape.com
  • Incorporated inDE7
  • Business address1730 Technology Drive, San Jose, Ca 951107
  • Filer categoryLarge accelerated filer7
  • Legal formCorporation4
  • LEI529900JQVOM1M73BJE284
  • StatusActive4
  • LEI statusIssued and current4
  • Registered addressc/o THE CORPORATION TRUST COMPANY, CORPORATION TRUST CENTER 1209 ORANGE ST, 19801 Wilmington, United States4
  • Registered withDivision of Corporations, Department of State, 79388274

QuantumScape Corporation is an American company that researches and develops solid-state rechargeable lithium metal batteries for use in electric cars. It was founded in 2010 and is headquartered in San Jose, California, employs around 850 people. Major investors include Volkswagen Group and Bill Gates.3

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

-37.2%Return on equity6
-$278.8MFree cash flow6

Financial statements

Operating income101112136-$472.6M in 2025+747% since 2019
-$600.0M-$400.0M-$200.0M02019: -$55.8M-$55.8M20192020: -$81.0M-$81.0M2020+45%2021: -$215.3M-$215.3M2021+166%2022: -$420.6M-$420.6M2022+95%2023: -$479.0M-$479.0M2023+14%2024: -$525.2M-$525.2M2024+10%2025: -$472.6M-$472.6M2025−10%
Net income101112136-$435.1M in 2025+748% since 2019
-$2.0B-$1.5B-$1.0B-$500.0M02019: -$51.3M-$51.3M20192020: -$1.7B-$1.7B2020+3179%2021: -$46.0M-$46.0M2021−97%2022: -$411.9M-$411.9M2022+796%2023: -$445.1M-$445.1M2023+8%2024: -$477.9M-$477.9M2024+7%2025: -$435.1M-$435.1M2025−9%

Every line of the income statement as filed: the last 3 fiscal years, latest first.6

Period ending2025-12-312024-12-312023-12-31
Research and development$375.6M$383.0M$347.9M
General and administrative$97.0M$142.2M$131.1M
Total operating expenses$472.6M$525.2M$479.0M
Loss from operations-$472.6M-$525.2M-$479.0M
Interest expense-$2.0M-$2.2M-$2.4M
Interest income$38.6M$46.0M$36.5M
Other income (expense)$2.5M$3.2M-$140.0K
Loss before income taxes-$433.5M-$478.2M-$445.1M
Income tax (provision) benefit-$1.5M$269.0K-$20.0K
Less: Net (loss) income attributable to non-controlling interest, net of tax of $0-$85.0K$66.0K
Net loss attributable to common stockholders-$435.1M-$477.9M-$445.1M
Net loss-$435.1M-$477.9M-$445.1M
Unrealized gain on marketable securities$216.0K$3.3M$15.0M
Total comprehensive loss-$434.8M-$474.6M-$430.1M
Less: Comprehensive (loss) income attributable to non-controlling interest-$85.0K$66.0K
Comprehensive loss attributable to common stockholders-$434.8M-$474.6M-$430.1M
Net loss per share - Basic-$0.76-$0.94-$0.96
Net loss per share - Diluted-$0.76-$0.94-$0.96
Weighted-average common shares outstanding - Basic576.0M shares508.1M shares462.2M shares
Weighted-average common shares outstanding - Diluted576.0M shares508.1M shares462.2M shares
Net (loss) income attributable to non-controlling interest, tax$0$0$0

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Corporate structure

QuantumScape sits at the top of its group. 3 entities, 2 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of QuantumScape

  • QuantumScape Wilmington, Delaware, United States
    • QuantumScape Battery, Inc. Subsidiary · Delaware, United States
    • QuantumScape Japan GK Subsidiary · Japan

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What QuantumScape reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$443.6M6 Dec 31, 2025$455.0M6 Dec 31, 2024−2.5%
Accumulated depreciation$192.1M6 Dec 31, 2025$155.0M6 Dec 31, 2024+23.9%
Property and equipment, net$251.4M6 Dec 31, 2025$300.0M6 Dec 31, 2024−16.2%
Finance-lease assets$19.4M6 Dec 31, 2025$22.3M6 Dec 31, 2024−12.9%
Operating-lease assets (leased space)$34.1M6 Dec 31, 2025$51.5M6 Dec 31, 2024−33.8%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$230.5M6 Dec 31, 2025$140.9M6 Dec 31, 2024+63.6%
Marketable securities, current$740.3M6 Dec 31, 2025$769.9M6 Dec 31, 2024−3.8%

Properties, in its own words

We are headquartered in San Jose, California. Our facilities, which are primarily in San Jose, California include certain leased properties for our offices and engineering, research and development, and cell build pilot line.

Item 2 of the 10-K filed Feb 25, 2026.19

The story

QuantumScape was founded in 2010 by Jagdeep Singh, Tim Holme and Professor Fritz Prinz of Stanford University. In 2012, QuantumScape began working with German automaker Volkswagen.

In 2018, Volkswagen invested $100 million in the company, becoming the largest shareholder. In the same year, Volkswagen and QuantumScape announced the establishment of a joint production project to prepare for mass production of solid-state batteries. In June 2020, Volkswagen invested an additional $200 million.

In 2020, QuantumScape merged with the special-purpose acquisition company Kensington Capital Acquisition. As a result of the merger, QuantumScape received $1 billion in financing, from investors including Volkswagen and the Qatar Investment Authority. At the same time, the company's shares listed on the NASDAQ under the symbol QS. In the last quarter of 2020, QuantumScape briefly surpassed the valuation of Ford Motor Co. without a commercial product and without revenue.

On April 15, 2021, hedge fund Scorpion Capital announced their short position in the stock, labeling the company a pump-and-dump scheme.

On June 26, 2022, the company announced the production of a solid-state battery with a range of 650 km and a charge time of 15 minutes.

At the beginning of 2024, Volkswagen and QuantumScape presented a battery prototype in a press release based on the technologies developed by QuantumScape, which has 1000 charging cycles with only 5% capacity loss and an energy density that is at least a third higher. In July 2024, VW PowerCo and QS announced an agreement for volume production. The initial goal is 40 gigawatt-hours’ worth of batteries per year.

In October 2024, QuantumScape introduced a prototype of their first planned commercial product they are calling QSE-5. The QSE-5 B-sample cell has a measured cell energy of 21.6 Watt-hours (Wh) at C/5 discharge rate and 25 °C. This is divided by the cell volume to get the volumetric energy density of 844 Wh/L or by the cell mass to get the gravimetric energy density (also called specific energy) of 301 Wh/kg.

In October 2025, QuantumScape began shipping QSE-5 B1 samples. QuantumScape also demonstrated the QSE-5 cells powering a Ducati V21L motorcycle.

From Wikipedia’s article on QuantumScape, shared under CC BY-SA 4.0.8

Leadership

Who has led QuantumScape, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (33)

Products and brands

  • lithium-metal battery

Listed on Wikidata.1

The battery uses a lithium metal anode. The solid-state ceramic separator prevents dendrites and does not react with lithium. An organic liquid electrolyte then envelops the cathode.

From Wikipedia’s article on QuantumScape, shared under CC BY-SA 4.0.8

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • QuantumScape Battery, Inc. Delaware9
  • QuantumScape Japan GK Japan9

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Kensington Capital Acquisition Corp.May 8, 2020 to Nov 27, 20207

Timeline

  1. Jul 22, 20268-K Entered a material agreement; Ended a material agreement55
  2. Jul 22, 20268-K Results of operations56
  3. Jun 5, 20268-K Shareholder vote57
  4. Apr 22, 20268-K Results of operations58
  5. Mar 5, 20268-K Executive or director change59
  6. Feb 11, 20268-K Results of operations60
  7. Feb 10, 20268-K Executive or director change61
  8. Jan 30, 20268-K Executive or director change62
  9. Dec 23, 2025Went public Listed on NASDAQ1
  10. Dec 10, 20258-K Listing notice or transfer; Regulation FD disclosure63
  11. Dec 8, 20258-K Entered a material agreement64
  12. Oct 22, 20258-K Results of operations65
  13. Jul 23, 20258-K Entered a material agreement66
  14. Feb 20, 2024New chief executive Srinivasan Sivaram becomes CEO20
  15. Dec 7, 2020New chief executive Jagdeep Singh becomes CEO21
  16. 2010Founded Founded1

Calendar

Coming up

  1. Oct 21, 2026 · After the closeReports results for the quarter ending Sep/2026 A year earlier it reported ($0.18) a share, on Oct 22, 2025.67

When it reported results

  1. Jul 22, 2026Reported quarterly or annual results56
  2. Apr 22, 2026Reported quarterly or annual results58
  3. Feb 11, 2026Reported quarterly or annual results60
  4. Oct 22, 2025Reported quarterly or annual results65
  5. Jul 23, 2025Reported quarterly or annual results68
  6. Apr 23, 2025Reported quarterly or annual results69
  7. Feb 12, 2025Reported quarterly or annual results70
  8. Oct 23, 2024Reported quarterly or annual results71

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

779 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 62 major events, 430 insider forms, 13 large holders, 253 other. The latest 20:

  1. Oct 7, 20264 PRIMARY DOCUMENT EDGAR
  2. Sep 17, 20264 PRIMARY DOCUMENT EDGAR
  3. Sep 15, 2026144 EDGAR
  4. Aug 25, 20264 PRIMARY DOCUMENT EDGAR
  5. Aug 20, 20264 PRIMARY DOCUMENT EDGAR
  6. Aug 20, 20264 PRIMARY DOCUMENT EDGAR
  7. Aug 20, 20264 PRIMARY DOCUMENT EDGAR
  8. Aug 20, 20264 PRIMARY DOCUMENT EDGAR
  9. Aug 20, 20264 PRIMARY DOCUMENT EDGAR
  10. Aug 20, 20264 PRIMARY DOCUMENT EDGAR
  11. Aug 19, 2026144 EDGAR
  12. Aug 18, 2026144 EDGAR
  13. Aug 18, 2026144 EDGAR
  14. Aug 18, 2026144 EDGAR
  15. Aug 18, 2026144 EDGAR
  16. Aug 18, 2026144 EDGAR
  17. Aug 18, 2026144 EDGAR
  18. Jul 24, 202610-Q EDGAR
  19. Jul 22, 20268-K EDGAR
  20. Jul 22, 20268-K EDGAR

The 779 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

231 open-market trades by officers, directors and large owners since October 2021: 0 buys and 231 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 15, 2026Holme TimothyCHIEF TECHNOLOGY OFFICERSale120,000$5.09$610.8KForm 4
Aug 21, 2026Holme TimothyCHIEF TECHNOLOGY OFFICERSale12,723$6.01$76.5KForm 4
Aug 19, 2026Holme TimothyCHIEF TECHNOLOGY OFFICERSale41,876$5.76$241.2KForm 4
Jul 2, 2026Holme TimothyCHIEF TECHNOLOGY OFFICERSale137,245$7.28$999.1KForm 4
Jul 2, 2026Hettrich KevinCHIEF FINANCIAL OFFICERSale9,800$7.28$71.3KForm 4
Jun 22, 2026Hettrich KevinCHIEF FINANCIAL OFFICERSale9,800$7.94$77.8KForm 4
Jun 2, 2026Holme TimothyCHIEF TECHNOLOGY OFFICERSale190,935$9.30$1.8MForm 4
May 21, 2026Holme TimothyCHIEF TECHNOLOGY OFFICERSale118,417$8.23$974.6KForm 4
May 21, 2026Hettrich KevinCHIEF FINANCIAL OFFICERSale9,800$8.06$79.0KForm 4
May 20, 2026Holme TimothyCHIEF TECHNOLOGY OFFICERSale184,437$7.50$1.4MForm 4
May 12, 2026Straubel Jeffrey BDirectorSale27,106$7.85$212.8KForm 4
May 6, 2026Singh MohitCHIEF DEVELOPMENT OFFICERSale50,000$7.87$393.5KForm 4
Apr 2, 2026Holme TimothyCHIEF TECHNOLOGY OFFICERSale161,331$6.18$997.0KForm 4
Apr 2, 2026Hettrich KevinCHIEF FINANCIAL OFFICERSale9,800$6.20$60.8KForm 4
Apr 2, 2026Straubel Jeffrey BDirectorSale27,106$6.17$167.2KForm 4
Mar 11, 2026Hettrich KevinCHIEF FINANCIAL OFFICERSale9,800$6.95$68.1KForm 4
Mar 11, 2026Straubel Jeffrey BDirectorSale27,106$6.95$188.4KForm 4
Mar 6, 2026MCCARTHY MICHAEL O IIICHIEF LEGAL OFFICERSale45,000$6.73$302.9KForm 4
Mar 5, 2026Holme TimothyCHIEF TECHNOLOGY OFFICERSale161,331$6.86$1.1MForm 4
Mar 4, 2026MCCARTHY MICHAEL O IIICHIEF LEGAL OFFICERSale30,000$6.90$207.0KForm 4

All 231 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Dr. Siva Sivaram65$821.5K$8.4M80
2025Dr. Luca Fasoli58$309.8K$6.2M80
2025Dr. Mohit Singh47$496.2K$3.6M80
2025Dr. Timothy Holme44$496.2K$3.6M80
2025Kevin Hettrich44$497.3K$3.1M80
2024PresidentChief Executive Officer$773.2K$19.6M80
2024Chief Financial Officer$475.4K$4.5M80
2024Chief Development Officer$483.9K$4.3M80
2024Chief Technology Officer$483.9K$4.3M80
2023& Director$143.7K$6.2M80
2023Chief Financial Officer$468.5K$4.9M80
2023Chief Technology Officer$436.4K$4.9M80
2023Chief Development Officer$435.3K$4.9M80

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
BlackRock, Inc.28,560,041$215.9M0.0%+6,750,353
Vanguard Capital Management LLC21,116,099$159.6M0.0%+239,933
Vanguard Portfolio Management LLC18,728,511$141.6M0.0%+701,209
Capricorn Investment Group LLC11,496,990$86.9M0.4%No change
Geode Capital Management, LLC8,830,153$66.8M0.0%+483,305
State Street Corp8,217,017$62.1M0.0%+662,233
Goldman Sachs Group Inc7,359,165$55.6M0.0%+2,110,828
D. E. Shaw & Co., Inc.7,265,875$54.9M0.0%−12,476,702
Dimensional Fund Advisors LP7,088,391$53.6M0.0%+1,353,356
Morgan Stanley5,609,819$42.4M0.0%+250,940
Coatue Management LLC4,294,995$32.5M0.1%No change
Susquehanna International Group, Llp3,913,971$29.6M0.0%+145,818
UBS Group AG3,744,086$28.3M0.0%+86,088
Bank Of America Corp /de/3,322,664$25.1M0.0%+2,832,848
Citadel Advisors LLC3,167,859$23.9M0.0%−1,251,784
Vanguard Fiduciary Trust Co3,033,171$22.9M0.0%+152,616
Two Sigma Investments, LP3,018,682$22.8M0.0%−9,561,847
Charles Schwab Investment Management Inc2,984,917$22.6M0.0%+69,542
Canada Pension Plan Investment Board2,613,400$19.8M0.0%+556,200
Millennium Management LLC2,487,762$18.8M0.0%−309,522
Northern Trust Corp2,479,068$18.7M0.0%+233,752
Amundi2,056,095$15.5M0.0%+91,580
Invesco Ltd.2,011,617$15.2M0.0%+49,054
Connor, Clark & Lunn Investment Management Ltd.1,914,467$14.5M0.0%−1,643,711
Point72 Asset Management, L.P.1,860,426$14.1M0.0%−1,673,105

13F reports cover disclosed long positions in U.S. stocks only.

Members of Congress who traded it

8 trades disclosed by members of Congress. “Vs S&P since” is the stock’s change since the trade minus the S&P 500’s.

DateMemberTradeAmountVs S&P sinceFiling
Jun 29, 2023Daniel S. GoldmanDemocratic, HouseSale$1,001 - $15,000+122.1%Report
Apr 10, 2023Daniel S. GoldmanDemocratic, HouseBuy$1,001 - $15,000−131.6%Report
Nov 26, 2021Thomas R Carper, SenateSale$1,001 - $15,000+154.4%Report
Nov 24, 2021Bob Gibbs, HouseSale$1,001 - $15,000+151.3%Report
Nov 15, 2021Bob Gibbs, HouseBuy$1,001 - $15,000−154.7%Report
Mar 22, 2021Elaine LuriaDemocratic, HouseBuy$1,001 - $15,000−190.0%Report
Feb 24, 2021Thomas R. SuozziDemocratic, HouseSale$15,001 - $50,000+189.9%Report
Feb 19, 2021Thomas R. SuozziDemocratic, HouseBuy$15,001 - $50,000−191.1%Report

Members report amounts as ranges, not exact figures. Returns are price-only (no dividends).

SEC filer profile

How QuantumScape is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARQuantumScape Corp2
  • CIK0001811414
  • Employer ID (EIN)85-079657819
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company19
  • Incorporated inDelaware19
  • Fiscal year endsDecember 312
  • Industry code (SIC)3690 Miscellaneous Electrical Machinery, Equipment & Supplies2
  • SEC reviewing officeOffice of Manufacturing, Division of Corporation Finance2
  • Business address1730 Technology Drive, San Jose, CA 951102
  • Phone(408) 452-20002
  • Shares outstanding575,291,274 Common Class A shares; 37,290,635 Common Class B shares as of Feb 18, 202619
  • Public float$3.0B as of Jun 30, 202519
  • AuditorErnst & Young LLP, San Jose, California PCAOB ID 42; it also attests to the company’s internal control over financial reporting19
  • On EDGAR sinceMay 8, 20202
  • Filings992 in all: 4 (463), 144 (197), 8-K (92), 424B3 (40), 3 (38), 10-Q (19), CORRESP (13), EFFECT (10)2
    All 43 form types

    SC 13G/A (10), UPLOAD (8), DEFA14A (7), SC 13G (7), 10-K (6), DEF 14A (6), POS AM (6), 425 (5), S-8 (5), SC 13D (5), SC 13D/A (5), 4/A (4), ARS (4), S-4/A (4), 10-K/A (3), 424B5 (3), S-1 (3), S-1/A (3), 25-NSE (2), 424B4 (2), 8-A12B (2), 8-K/A (2), CERT (2), DRS (2), PRE 14A (2), S-3 (2), SEC STAFF LETTER (2), 144/A (1), 25 (1), 3/A (1), S-1MEF (1), S-3/A (1), S-4 (1), SCHEDULE 13D/A (1), SCHEDULE 13G/A (1)

  • Latest filingsAnnual report (10-K) Feb 25, 2026
    Quarterly report (10-Q) Jul 24, 2026
    Proxy statement (DEF 14A) Apr 23, 2026
    Latest 8-K (8-K) Jul 22, 2026

Securities registered for trading

ClassSymbolExchange
Class A Common Stock, par value $0.0001 per shareQSThe Nasdaq Stock Market LLC

From the cover page of the 10-K filed Feb 25, 2026 (Section 12(b) of the Exchange Act).19

Risk factors and legal proceedings

The risks QuantumScape names in Item 1A of its 10-K filed Feb 25, 2026: 56 risks under these headings, as written.19

  • Risks Related to Our Technology Development, Production and Performance
  • Customer Risks and Risks Related to Our Relationship with Volkswagen
  • Our Intellectual Property Risks
  • Other Business Risks
  • Our Regulatory Risks
  • Risks Related to Ownership of Our Common Stock and Our Certificate of Incorporation and Bylaws Provisions
  • General Risk Factors
  • We face significant challenges in our attempt to develop a solid-state battery cell and produce it at higher volumes with acceptable performance, quality, consistency, reliability, throughput, safety, and costs. Delays or failures in accomplishing our development objectives may delay or prevent successful commercialization of our technology and negatively impact our business.
  • We and our partners need to overcome production challenges to produce higher volumes of our separators and prototype battery cells and we may encounter delays and cost overruns related to equipment installation and reliability, utilities infrastructure and operations start-up, which could delay or prevent the introduction of our battery technology into the market and negatively impact our business.
  • If the cost, performance characteristics or other specifications of the battery fall short of our targets or our customer or partner requirements, our ability to develop, market, and sell our battery technology could be harmed.
  • We may not be able to establish supply relationships for necessary materials, components or equipment, which could delay the introduction of our product and negatively impact our business.
  • We may be unable to adequately control the costs associated with our operations and the components necessary to develop and commercialize our solid-state battery technology, and, if we are unable to control these costs and achieve cost advantages, our business will be adversely affected.
The other 49 risks
  • We rely on complex machinery for our operations, and production of our solid-state battery cells involves a significant degree of risk and uncertainty in terms of operational performance and costs.
  • We may not succeed in attracting and retaining customers, including licensees, during the product development stage or for higher volume commercialization of our technology, and our future growth and success may be adversely affected.
  • We may be negatively impacted by any early obsolescence of our production equipment.
  • Our relationship with Volkswagen and PowerCo is subject to various risks which could adversely affect our business and future prospects. There are no assurances that we will be able to achieve the milestones for the commercialization of solid-state batteries under our collaboration with PowerCo or that we will enter into the PowerCo IP License Agreement.
  • If the milestones under the PowerCo Collaboration Agreement are met and the PowerCo IP License Agreement is entered into, we will become reliant on PowerCo to scale up and commercialize our technology, preserve the value of our license, and will be further exposed to risks related to PowerCo’s financial and business conditions.
  • Certain agreements and relationships currently restrict or in the future may restrict our business operations, commercialization opportunities, and revenue generation.
  • As we develop our business ecosystem, we will increasingly become reliant on partners and customers to scale up and commercialize our technology and will be exposed to risks related to our partners and customers.
  • We may not be able to accurately estimate the future supply and demand for batteries incorporating our technology, which could result in a variety of inefficiencies in our or our partners’ business and hinder our ability to generate revenue. If we fail to accurately predict and forecast the demand for our battery technology, the success of our licensing model may be negatively impacted.
  • We rely heavily on our intellectual property portfolio. If we are unable to protect or assert our intellectual property, our business and competitive position would be harmed.
  • We may need to defend ourselves against intellectual property infringement claims, which may be time-consuming and could cause us to incur substantial costs.
  • Our patent applications may not result in issued patents or our patent rights may expire or be contested, circumvented, invalidated or limited in scope, any of which could have a material adverse effect on our ability to prevent others from interfering with the licensing of our technology and commercialization of our products.
  • Our Business Risks
  • The battery market continues to evolve, is highly competitive, and we may not be successful in competing in this industry or establishing and maintaining confidence in our long-term business prospects among current and future partners and customers, including licensees.
  • Our future growth and success are dependent upon consumers’ willingness to adopt EVs.
  • Our ability to successfully pursue new markets and applications is uncertain, and failure to do so could adversely affect our business, financial condition and results of operations.
  • We have a history of financial losses and expect to incur significant expenses and continuing losses from operations for the foreseeable future.
  • We believe that our technology enables a variety of business models, including but not limited to sole manufacturing, joint ventures, and licensing, each of which may involve certain risks and tradeoffs.
  • Our expectations and targets regarding when we will achieve various technical, pre-production and production objectives depend in large part upon assumptions and analyses developed by us. If these assumptions or analyses prove to be incorrect, we may not achieve these milestones when expected or at all.
  • Our ability to manage our business is highly dependent on IT systems and our website, systems, and data may be subject to intentional or inadvertent disruption, security incidents, or alleged violations of laws, regulations, or other obligations relating to data handling could adversely impact our reputation and future sales.
  • We are exposed to risks related to the use of artificial intelligence by us, our suppliers, partners and competitors.
  • Evolving scrutiny and changing expectations from global regulators and our stakeholders regarding our sustainability practices and value proposition could adversely affect our business, brand and reputation.
  • From time to time, we are involved in litigation, regulatory actions or government investigations and inquiries, which could have an adverse impact on our profitability and consolidated financial position.
  • We may become subject to product liability claims, which could harm our financial condition liquidity and reputation if we are not able to successfully defend or insure against such claims.
  • We are subject to anti-corruption, anti-bribery, anti-money laundering, financial and economic sanctions and similar laws, and non-compliance with such laws can subject us to administrative, civil and criminal fines and penalties, collateral consequences, remedial measures and legal expenses, all of which could adversely affect our business, results of operations, financial condition and reputation.
  • Inflation and changing interest rates may adversely affect our financial condition and results of operations.
  • We may be negatively impacted by epidemics, pandemics, and other outbreaks.
  • Global trade issues and changes in and uncertainties with respect to trade policies and export regulations, including import and export license requirements, trade sanctions or restrictions, tariffs and international trade disputes, could substantially harm our business and operating results.
  • We are subject to environmental and safety risks and requirements relating to environmental and safety regulations and environmental remediation matters which could adversely affect our business, results of operation and reputation.
  • Our Class A Common Stock has been and may in the future continue to be subject to extreme volatility.
  • Sales of substantial amounts of our Class A Common Stock in the capital markets by us or our stockholders could result in additional dilution of the percentage ownership of our stockholders and could reduce the price of our Class A Common Stock.
  • Developing solid-state batteries is capital-intensive, and we may not be able to raise additional capital on favorable terms, if at all. If we cannot raise additional capital when needed, our operations and prospects could be materially and adversely affected.
  • Short sellers may engage in manipulative activity that could drive down the market price of our Class A Common Stock.
  • We are required to use judgments in making estimates and assumptions in the preparation of our consolidated financial statements, and our results of operations may fluctuate significantly as a result of changes to our estimates and assumptions.
  • Concentration of ownership among a few stockholders and our executive officers, directors and their affiliates and the dual class structure of our Common Stock may prevent other stockholders from influencing significant corporate decisions, including the outcome of important transactions, including a change in control.
  • Our dual class structure may depress the trading price of the Class A Common Stock.
  • Anti-takeover provisions in our Certificate of Incorporation or Bylaws and under Delaware law could make an acquisition of us more difficult, limit attempts by our stockholders to replace or remove our management and limit the market price of our Class A Common Stock.
  • Our Bylaws provide, subject to limited exceptions, that the Court of Chancery of the State of Delaware and the federal district courts of the United States will be the sole and exclusive forum for certain stockholder litigation matters, which could limit our stockholders’ ability to obtain a chosen judicial forum for disputes with us or our directors, officers, employees or stockholders.
  • We do not expect to declare any dividends in the foreseeable future.
  • If we are unable to attract and retain key employees and qualified personnel, our ability to compete could be harmed.
  • Our facilities or operations could be damaged or adversely affected by natural disasters and other catastrophic events outside of our control.
  • Any economic, financial or banking crisis, or perceived threat of such a crisis, including a significant decrease in consumer confidence, may materially and adversely affect our business, financial condition and results of operations.
  • Our results of operations and financial condition could be materially affected by the enactment of legislation implementing changes in the U.S. or foreign taxation of business activities or the adoption of other tax reform policies.
  • Our ability to use our deferred tax assets to offset future taxable income is subject to certain limitations, which may have a material impact on our business, financial condition or results of operations.
  • Our insurance coverage may not be adequate to protect us from all business risks.
  • There can be no assurance that we will be able to comply with the continued listing standards of Nasdaq.
  • We have incurred and will continue to incur significant expenses and administrative burdens as a public company, which could have an adverse effect on our business, financial condition and results of operations.
  • If we experience material weaknesses in the future or otherwise fail to maintain an effective system of internal controls in the future, our business could be adversely affected, and we may not be able to accurately report our financial condition or results of operations which may adversely affect investor confidence in us and, as a result, the value of our Class A Common Stock.
  • We may encounter risks arising from the complexity of financial transactions and the associated accounting and financial reporting requirements.
  • Our disclosure controls and procedures may not prevent or detect all errors or acts of fraud.
  • If securities or industry analysts do not publish or cease publishing research or reports about us, our business, or the market in which we operate, or if they change their recommendations regarding our securities adversely, the price and trading volume of our securities could decline.

Legal proceedings

Information regarding legal proceedings is available in Note 7, Commitments and Contingencies, to the consolidated financial statements in this Report.

The opening of Item 3, Legal Proceedings.19

Sources

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