Item 1.01. Entry into a Material Definitive Agreement.
On
The Letter Agreement extends the date by which VWGoA, in its sole discretion,
shall determine the final location of the Parties' joint venture solid-state
battery pilot-line facility to
The foregoing description of the terms of the Letter Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Letter Agreement attached hereto as Exhibit 10.1.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e)
As previously disclosed, on
Pursuant to the EPA Program, the Company granted performance-based stock option
awards (the "EPA Awards") on
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company's 2021 Annual Meeting of Stockholders (the "Annual Meeting") was
held on
Each share of Class A common stock was entitled to one vote on each proposal and each share of Class B common stock was entitled to ten votes on each proposal. The Class A common stock and Class B common stock voted as a single class on all matters.
2
--------------------------------------------------------------------------------
At the Annual Meeting, the Company's stockholders 1) elected the Company's
nominees for directors, 2) ratified the appointment of
Proposal 1 - Election of ten directors to serve until the 2022 Annual Meeting of Stockholders: Director Votes For Votes Withheld Broker Non-Votes Jagdeep Singh 1,092,360,174 15,906,220 57,341,262 Frank Blome 1,093,306,166 14,960,228 57,341,262 Brad Buss 1,093,047,580 15,218,814 57,341,262 John Doerr 1,085,205,570 23,060,824 57,341,262 Prof. Dr. Jürgen Leohold 1,090,895,725 17,370,689 57,341,262 Justin Mirro 1,089,656,237 18,610,157 57,341,262 Prof. Fritz Prinz 1,093,303,326 14,963,068 57,341,262 Dipender Saluja 1,093,276,148 14,990,248 57,341,262 J.B. Straubel 1,093,280,316 14,986,078 57,341,262 Jens Wiese 1,093,188,397 15,077,997 57,341,262
Proposal 2 - Ratification of the appointment of
Votes For Votes Against Abstentions Broker Non-Votes 1,164,342,435 810,385 454,836 0
Proposal 3 - Approval of the EPA Program:
Approval of the EPA Program required the affirmative vote of each of:
?
The majority of the voting power of the shares present in person (including virtually) or represented by proxy at the Annual Meeting entitled to vote thereon (the "Bylaws Standard"); and
?
The majority of the voting power of the shares present in person (including virtually) or represented by proxy at the Annual Meeting by holders of shares of common stock that were not beneficially owned, directly or indirectly, by members of the Company's management eligible to receive awards under the EPA Program (the "Disinterested Standard").
Pursuant to the Bylaws Standard, the votes were as follows:
Votes For Votes Against Abstentions Broker Non-Votes 1,080,657,160 25,130,834 2,478,400 57,341,262
Pursuant to the Disinterested Standard, the votes were as follows:
Votes For Votes Against Abstentions Broker Non-Votes 690,920,907 25,130,834 2,478,400 57,341,262 3
--------------------------------------------------------------------------------
Item 9.01 Financial Statements and Exhibits
(d) Exhibits Exhibit No. Description 10.1 Letter Agreement datedDecember 17, 2021 , by and amongQuantumScape Battery, Inc. ,Volkswagen Group of America, Inc ,Volkswagen Group of America Investments, LLC andQSV Operations LLC 99.1 Excerpt from Proxy Statement on Schedule 14A filed with the Securities andExchange Commission onNovember 8, 2021 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 4
--------------------------------------------------------------------------------
© Edgar Online, source