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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

  

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): November 7, 2023

 

QUANTUM COMPUTING INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-40615   82-4533053

(State or other jurisdiction

of incorporation)

   (Commission File Number)  

(IRS Employer

Identification No.)

 

215 Depot Court SE, Suite 215

Leesburg, VA 20175

(Address of Principal Executive Offices)

 

(703) 436-2161

Registrant’s telephone number, including area code

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common shares (par value $0.0001 per share)   QUBT   NASDAQ

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

 

On November 7, 2023, Quantum Computing Inc. (the “Company”) held its 2023 annual meeting of stockholders (the “Annual Meeting”). The shares of capital stock outstanding and entitled to vote as of September 19, 2023 (the record date for the Annual Meeting) (the “Record Date”) were as follows: 75,094,943 shares of common stock. Greater than 61.94% of the shares of common stock outstanding and entitled to vote at the Annual Meeting were present in person or by proxy thereby constituting a quorum.

 

The matters that were voted upon at the Annual Meeting, and the number of votes cast for or against/withheld, as well as the number of abstentions, as to such matters, where applicable, are set forth in the table below. With respect to the election of Robert Liscouski, Robert Fagenson, Michael Turmelle, Bertrand Velge, Yuping Huang, and Carl Weimer as directors to each serve a one-year term on the Board of Directors of the Company (the “Board”) and until each of their successors is elected and qualified, each nominee received the number of votes set forth opposite his name.

 

   Number of Votes 
   Total
Votes For		   Percent of
Votes Cast		   Votes
Against		   Abstention/
Withheld		   Broker
Non-Votes		 
Election of Robert Liscouski   35,016,838    99.48%        182,611    11,315,101 
Election of Robert Fagenson   33,594,048    95.44%        1,605,401    11,315,101 
Election of Michael Turmelle   34,902,402    99.16%        297,047    11,315,101 
Election of Bertrand Velge   33,890,626    96.28%        1,308,823    11,315,101 
Election of Yuping Huang   34,808,254    98.89%        391,195    11,315,101 
Election of Carl Weimer   34,979,716    99.38%        219,733    11,315,101 
                          
Non-binding advisory vote to approve compensation of the company’s named executive officers   33,121,588    94.64%   1,875,843    202,018    11,315,101 
                          
Ratification of the selection of BF Borgers CPA PC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023   45,872,780    99.05%   435,430    206,340      

 

On the basis of the above votes, (i) Robert Liscouski, Robert Fagenson, Michael Turmelle, Bertrand Velge, Yuping Huang, and Carl Weimer were elected as members of the Board; and (ii) the ratification of the selection of BF Borgers CPA PC, as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 was adopted.

 

On the basis of the above votes, stockholders also voted a sufficient number of non-binding advisory votes to approve the Company’s executive compensation.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  QUANTUM COMPUTING INC.
   
Date: November 8, 2023 By: /s/ Robert Liscouski
    Robert Liscouski
    President, Chief Executive Officer

 

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Nov. 07, 2023
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Document Type 8-K
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Document Period End Date Nov. 07, 2023
Entity File Number 001-40615
Entity Registrant Name QUANTUM COMPUTING INC.
Entity Central Index Key 0001758009
Entity Tax Identification Number 82-4533053
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 215 Depot Court SE
Entity Address, Address Line Two Suite 215
Entity Address, City or Town Leesburg
Entity Address, State or Province VA
Entity Address, Postal Zip Code 20175
City Area Code (703)
Local Phone Number 436-2161
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Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common shares (par value $0.0001 per share)
Trading Symbol QUBT
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Entity Emerging Growth Company false
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