D-Wave Quantum Inc. 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K covers events occurring on June 5, 2025, specifically the Company's Annual Meeting of Stockholders. D-Wave Quantum Inc. is an emerging growth company incorporated in Delaware, with common stock (QBTS) and warrants (QBTS.WT) listed on the New York Stock Exchange.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance and voting outcomes rather than financial performance.
Material Changes and Voting Results
Stockholders voted on the following matters at the Annual Meeting:
- Election of Class III Directors: Steven M. West, Kirstjen Nielsen, and Roger Biscay were elected to serve until the 2028 annual meeting.
- Ratification of Auditors: Stockholders ratified the appointment of Grant Thornton LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2025.
Voting Breakdown:
| Proposal | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| Steven M. West | 45,385,032 | 0 | 6,843,207 | 94,089,054 |
| Kirstjen Nielsen | 45,761,419 | 0 | 6,466,820 | 94,089,054 |
| Roger Biscay | 51,186,760 | 0 | 1,041,479 | 94,089,054 |
| Ratify Grant Thornton LLP | 141,892,510 | 1,181,304 | 3,243,479 | N/A |
Management Commentary and Governance Changes
Following the Annual Meeting, the Board of Directors made the following committee appointments effective immediately:
- Sharon Holt was appointed to replace Steven M. West as Chair of the Nominating and Governance Committee.
- Roger Biscay was appointed to replace Kirstjen Nielsen as a member of the Nominating and Governance Committee.
- Steven M. West will remain Chair of the Board.
The filing contains no specific guidance, outlook, risks, or contingencies beyond the standard governance updates.
Key Facts for Investor Verification
- Verify the tenure of the newly elected Class III directors (West, Nielsen, Biscay) extending to 2028.
- Confirm the high level of broker non-votes (approx. 94 million shares) on director elections, indicating significant shares held in street name where brokers lacked discretionary voting power.
- Note the shift in committee leadership within the Nominating and Governance Committee.
- Review the upcoming fiscal year-end (December 31, 2025) for which Grant Thornton LLP has been ratified as auditor.