JB Straubel
QuantumScapeAbout JB Straubel
JB Straubel (age 49) is an independent director of QuantumScape, serving since 2019. He is Founder and Chief Executive Officer of Redwood Materials Inc. (since 2017) and a board member of Tesla, Inc. (since 2023). He holds a B.S. in Energy Systems Engineering and an M.S. in Engineering (energy conversion emphasis) from Stanford University. The proxy highlights his technical and manufacturing expertise in cleantech and batteries; he currently holds no board committee assignments at QS .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Tesla, Inc. | Co-Founder and Chief Technology Officer | 2005–2019 | Technical leadership in EV and battery systems |
| SolarCity Corporation | Board Member | 2006–2016 | Board service at solar installer |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Redwood Materials Inc. | Founder & Chief Executive Officer | 2017–Present | Battery materials supplier |
| Tesla, Inc. | Director | 2023–Present | Public company directorship |
Board Governance
- Independence: Board determined Straubel is independent under NYSE listing standards .
- Committees: None; the biography lists “Board Committees • None” .
- Tenure: 5 years as of April 1, 2025 .
- Attendance: In FY2024, the board held 6 meetings; each director attended at least 75% of applicable board/committee meetings, and all directors attended the 2024 annual meeting .
Fixed Compensation
| Component (FY2024) | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 80,000 |
No committee chair/member fees disclosed for Straubel as he holds no committee assignments .
Performance Compensation
| Component | Detail | Amount / Terms |
|---|---|---|
| Annual RSU Award | Policy: outside directors receive RSUs equal to $200,000 divided by the 20-trading-day VWAP prior to grant; vest on the earlier of 1-year anniversary or the day before the next annual meeting | Annual award formula and vesting terms |
| Change-in-Control Treatment | Outside directors’ outstanding awards fully vest upon a change in control, subject to continued service through the date | Full vesting on change in control |
| Stock Awards (FY2024) | Aggregate grant-date fair value | $193,113 |
Other Directorships & Interlocks
| Entity | Relationship | Interlock/Conflict Consideration |
|---|---|---|
| Tesla, Inc. | Public company board member | Industry adjacency (EV OEM) noted; no QS-related transaction disclosed in proxy |
| Redwood Materials Inc. | CEO and director | QS entered a Material Recycling Agreement with Redwood (Feb 14, 2022), a collaboration with no cash consideration; Dipender Saluja (QS director) also sits on Redwood’s board. Transactions reviewed under QS related person policy |
Expertise & Qualifications
- Technical and manufacturing expertise as CEO of a major lithium-ion battery materials supplier .
- Cleantech and battery domain leadership; Stanford engineering degrees with energy focus .
- Governance/ethics context: Company discloses “No Hedging and Pledging” and “Clawback Arrangements” among compensation practices .
Equity Ownership
| Metric | Value |
|---|---|
| Total Beneficial Ownership (All Common) | 812,906 shares; less than 1% of shares outstanding |
| RSUs Outstanding (as of 12/31/2024) | 34,423 shares |
| Options Outstanding (as of 12/31/2024) | 520,262 shares |
Voting structure context: Class A has one vote per share; Class B has 10 votes per share (company-wide note) .
Governance Assessment
- Alignment and Mix: Equity awards ($193,113) exceeded cash fees ($80,000) in FY2024, indicating stronger equity alignment for outside directors .
- Independence and Engagement: Board affirms Straubel’s independence; FY2024 attendance thresholds met and annual meeting attended (applies to all directors) .
- Committees and Influence: No committee roles may limit direct influence over audit/compensation/nominating processes; however, board maintains clear committee oversight frameworks .
- Potential Conflicts and Controls: The Redwood collaboration (no cash consideration) is disclosed as a related-person transaction; QS has a formal policy and audit committee oversight for related-person transactions, including potential recusals where conflicts may arise. This mitigates conflict risk but remains a monitoring point given Straubel’s leadership at Redwood and sector adjacency with QS customers/suppliers .
- Policy Signals: Company-wide “No Hedging and Pledging” and clawback framework support investor alignment and risk control; change-in-control acceleration for outside director equity is standard but reduces at-risk tenure-based alignment upon a transaction .
RED FLAGS
- Related-party exposure: Collaboration with Redwood (Straubel-led) requires continued audit committee oversight to avoid preferential terms if commercialized; currently non-cash exploratory agreement reduces immediate financial conflict but remains a watch item .
- Limited committee participation: Absence from key committees may constrain Straubel’s direct governance influence despite domain expertise .