Item 4 — Purpose of Transaction
See Item 3, above. Reporting Person's acquisition of the 6,435,000 shares of common stock reported in Item 3 above were for investment purposes. Reporting Person's acquisition of the Employment Option, Additional Option, and Director Option reported in Item 3 above, were issued to Reporting Person as equity compensation for his services as CEO and CFO, and a director of the Company. These derivative securities were acquired for investment purposes. Reporting Person from time to time intends to review his investment in QS Energy on the basis of various factors, including QS Energy's business, financial condition, results of operations and prospects, general economic and industry conditions, the securities markets in general and those for QS Energy's shares in particular, as well as other developments and other investment opportunities. Based upon such review, he will take such actions in the future as he may deem appropriate in light of the circumstances existing from time to time. If Reporting Person believes that further investment in QS Energy is attractive, whether because of the market price of shares or otherwise, he may acquire shares of common stock or other securities of QS Energy either in the open market or in privately negotiated transactions. Similarly, depending on market and other factors, he may determine to dispose of some or all of his shares currently owned or otherwise acquired either in the open market or in privately negotiated transactions. Except as set forth in this Amendment No. 2, Reporting Person has not formulated any plans or proposals which relate to or would result in: (a) the acquisition by any person of additional securities of QS Energy or the disposition of securities of QS Energy, (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving QS Energy or any of its subsidiaries, (c) a sale or transfer of a material amount of the assets of QS Energy or any of its subsidiaries, (d) except for filling three current vacancies on the Board of Directors, any change in the present Board of Directors or management of QS Energy, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board, (e) any material change in QS Energy's capitalization or dividend policy of QS Energy, (f) any other material change in QS Energy's business or corporate structure, (g) any change in QS Energy's charter or bylaws or other instrument corresponding thereto or other action which may impede the acquisition of control of QS Energy by any person, (h) causing a class of QS Energy's securities to be deregistered or delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association, (i) a class of equity securities of QS Energy becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act or (j) any action similar to any of those enumerated above.