Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
Compensation Matters
On March 10, 2021, Board of Directors (the Board) of QuantumScape Corporation (the Company) approved compensation
adjustments for its named executive officers, an omnibus Employee Incentive Compensation Plan (the Incentive Compensation Plan), and specific bonus eligibility for its named executive officers for 2021.
Compensation Adjustments
The table below
sets forth each named executive officers base salary for 2020, as well as the updated base salary for 2021 and bonus eligibility for 2021. The Company did not have any arrangements with its named executive officers providing for annual cash
bonuses in 2020. Compensation adjustments will be retroactive to January 1, 2021. Each named executive officer will be eligible to receive his 2021 bonus based upon achievement of performance metrics set forth in the 2021 terms and conditions
of the Incentive Compensation Plan.
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Named Executive
Officer
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Fiscal Year 2020 Base
Salary
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January 1, 2021 Compensation Adjustments
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Base Salary
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Bonus Target
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Jagdeep Singh
Chief Executive Officer
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$
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277,116
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$
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375,000
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$
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125,000
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Kevin Hettrich
Chief Financial Officer
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$
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310,096
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$
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375,000
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$
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125,000
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Michael McCarthy
Chief Legal Officer
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$
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361,779
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$
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375,000
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$
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125,000
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Adoption of Employee Incentive Compensation Plan
In connection with the compensation review, the Board adopted the Incentive Compensation Plan. The Incentive Compensation Plan allows the
Compensation Committee of the Board (the Compensation Committee) to provide cash incentive awards to employees selected by the Compensation Committee, including the named executive officers, based upon performance goals established by
the Compensation Committee. Pursuant to the Incentive Compensation Plan, the Compensation Committee, in its sole discretion, establishes a target award for each participant and a bonus pool, with actual awards payable from such bonus pool, with
respect to the applicable performance period.
Under the Incentive Compensation Plan, the Compensation Committee determines the
performance goals applicable to any award, which goals may include, without limitation, a variety of performance, operational, developmental, and financial goals, and individual objectives such as peer reviews or other subjective or objective
criteria. The performance goals may differ from participant to participant and from award to award.
The Compensation Committee will
administer the Incentive Compensation Plan. The administrator of the Incentive Compensation Plan may, in its sole discretion and at any time, increase, reduce or eliminate a participants actual award, and/or increase, reduce or eliminate the
amount allocated to the bonus pool for a particular performance period. The actual award may be below, at or above a participants target award, in the discretion of the administrator. The administrator may determine the amount of any increase,
reduction or elimination on the basis of such factors as it deems relevant, and it is not required to establish any allocation or weighting with respect to the factors it considers.
The foregoing summary of the Incentive Compensation Plan is qualified in its entirety by reference to the full text of the plan as attached as
Exhibit 10.1 hereto, which is incorporated by reference herein.
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