D-Wave Quantum Inc. 8-K

What Happened

• D-Wave Quantum Inc. (QBTS) filed an 8-K on June 8, 2026 reporting results of its June 4, 2026 annual meeting. Stockholders elected Alan E. Baratz and Sharon Holt as Class I directors, approved the advisory Say-on-Pay and a one-year Say-on-Pay frequency, and ratified Grant Thornton LLP as independent auditor for FY2026. Following the meeting, the Board made several committee and leadership reassignments, including naming Sharon Holt Board Chair.

Key Details

• Director elections: Alan E. Baratz — For 94,418,236; Withhold 1,708,547; Broker non-votes 106,349,877. Sharon Holt — For 82,745,067; Withhold 13,381,716; Broker non-votes 106,349,877.
• Say-on-Pay (advisory): For 90,652,337; Against 4,572,341; Abstain 902,105; Broker non-votes 106,349,877.
• Say-on-Frequency (advisory): One Year 93,701,442; Two Years 571,286; Three Years 818,787; Abstain 1,035,268; Broker non-votes 106,349,877. The Board will hold Say-on-Pay votes annually until the next required frequency vote.
• Auditor ratification: Grant Thornton LLP ratified as independent registered public accounting firm for fiscal year ending Dec 31, 2026 — For 198,587,721; Against 2,310,399; Abstain 1,578,540.
• Board reassignments effective immediately after the meeting: Sharon Holt elected Chair replacing Steven M. West; Rohit Ghai designated Chair of the Compensation Committee replacing John D. DiLullo; Steven M. West appointed as a member of the Compensation Committee; John D. DiLullo moved to the Cybersecurity Committee; Steven M. West added to the Nominating and Governance Committee.

Why It Matters

• These outcomes confirm shareholder support for current executive pay arrangements (advisory) and favor annual advisory votes on compensation, maintaining regular governance oversight.
• Election and committee changes (including a new Chair) affect board leadership and oversight responsibilities — relevant to investors monitoring governance and strategic direction.
• Ratification of Grant Thornton LLP preserves continuity in the company’s external audit coverage for FY2026, which speaks to stability in its financial reporting process.