---
schema_version: "secwatch.filing_event.v1"
accession: "0001140361-23-025021"
form_type: "8-K"
ticker: "QSI"
cik: "0001816431"
company_name: "Quantum-Si Inc"
filed_at: "2023-05-16T23:59:59+00:00"
generated_at: "2026-06-14T23:57:13.196639+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.1
calibrated_materiality_score: 0.1
confidence: "high"
source: SEC EDGAR
---

# Quantum-Si stockholders approve charter amendment limiting officer liability and reelect directors at annual meeting

## Summary
- Charter Amendment limiting officer liability under Delaware law approved by shareholders (444.98M for, 6.55M against).
- All seven director nominees re-elected with overwhelming support (e.g., Rothberg 437.3M for, Mendel 451.0M for).
- Deloitte & Touche ratified as auditor for FY 2023 with 477.4M votes for; say-on-pay approved with 446.0M for.

## SEC filing metadata
- accession: 0001140361-23-025021
- form_type: 8-K
- ticker: QSI
- cik: 0001816431
- company_name: Quantum-Si Inc
- filed_at: 2023-05-16T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.1
- calibrated_materiality_score: 0.1
- confidence: high
- sec_items: 5.03, 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1816431/000114036123025021/0001140361-23-025021-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1816431/000114036123025021/brhc20053005_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001140361-23-025021
- JSON: https://secwatch.observer/filing/0001140361-23-025021.json
- Plain text: https://secwatch.observer/filing/0001140361-23-025021.txt

## Key facts
- Governance Changes
  Quantum-Si Inc: Certificate of Amendment to Second Amended and Restated Certificate of Incorporation to limit officer liability as permitted by recent Delaware law amendments (effective 2023-05-12).
  - Change: charter amendment
  - Effective: 2023-05-12
  source text: On May 12, 2023, Quantum-Si Incorporated (the “Company”) filed a Certificate of Amendment to its Second Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to limit the liability of its officers as permitted by recent amendments to Delaware law (the “Charter Amendment”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816431/000114036123025021/0001140361-23-025021-index.htm
- Shareholder Votes
  Quantum-Si Inc shareholders approved Ratification of selection of Deloitte & Touche LLP as independent registered public accounting firm at the 2023-05-11 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-05-11
  source text: 2. The selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 was ratified, based on the following votes: Votes For Votes Against Votes Abstained Broker Non-Votes 477,398,042 552,225 146,259 0
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816431/000114036123025021/0001140361-23-025021-index.htm
- Shareholder Votes
  Quantum-Si Inc shareholders approved Approval of Charter Amendment at the 2023-05-11 meeting.
  - Proposal: charter amendment
  - Outcome: passed
  - Meeting: 2023-05-11
  source text: 4. The Charter Amendment was approved, based on the following votes: Votes For Votes Against Votes Abstained Broker Non-Votes 444,981,936 6,546,723 94,876 26,472,991
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816431/000114036123025021/0001140361-23-025021-index.htm
- Shareholder Votes
  Quantum-Si Inc shareholders approved Election of directors at the 2023-05-11 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-05-11
  source text: 1. The following nominees were reelected to serve on the Company’s board of directors until the Company’s 2024 annual meeting of stockholders, based on the following votes: Name Votes For Votes Against Votes Abstained Broker Non-Votes Jonathan M. Rothberg, Ph.D. 437,306,196 14,217,615 99,724 26,472,991 Jeffrey Hawkins 448,380,055 3,138,725 104,755 26,472,991 Ruth Fattori 450,912,510 592,624 118,401 26,472,991 Brigid A. Makes 448,868,316 2,605,805 149,414 26,472,991 Michael Mina, M.D., Ph.D. 446,743,033 4,747,756 132,746 26,472,991 Kevin Rakin 441,503,020 10,009,359 111,156 26,472,991 Scott Mendel 451,036,366 469,682 117,487 26,472,991
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816431/000114036123025021/0001140361-23-025021-index.htm
- Shareholder Votes
  Quantum-Si Inc shareholders approved Advisory vote on executive compensation at the 2023-05-11 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-05-11
  source text: 3. The advisory vote of the compensation of the Company’s named executive officers, as described in the Proxy Statement, was approved, based on the following votes: Votes For Votes Against Votes Abstained Broker Non-Votes 446,045,206 5,457,383 120,946 26,472,991
  evidence_url: https://www.sec.gov/Archives/edgar/data/1816431/000114036123025021/0001140361-23-025021-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
