{"schema_version":"secwatch.filing_event.v1","accession":"0001140361-24-026703","form_type":"8-K","ticker":"QSI","cik":"0001816431","company_name":"Quantum-Si Inc","filed_at":"2024-05-17T23:59:59+00:00","discovered_at":"2026-05-14T18:03:20.307843+00:00","generated_at":"2026-06-01T16:41:38.992299+00:00","sec_items":["5.03","5.07","9.01"],"event_type":"other","sentiment":"neutral","materiality_score":0.3,"calibrated_materiality_score":0.3,"confidence":"high","headline":"Quantum-Si stockholders approve charter amendment removing director cap and adding Class B sunset on June 10, 2028","bullets":["Charter amendment approved: removes director cap (460,048,611 for, 401,937 against) and adds automatic Class B conversion on June 10, 2028 (398,750,000 Class B votes for, 0 against).","Nine directors re-elected; Jack Kenny (449,949,474 for) and Kevin Rakin (448,510,967 for) received most opposition.","Deloitte & Touche ratified as auditor for FY2024 (460,397,267 for, 71,110 against); say-on-pay approved (459,462,890 for, 907,087 against).","Quorum was 88.45% of total voting power; Class B common stock held 20 votes per share.","Certificates of amendment filed with Delaware on May 16, 2024."],"urls":{"canonical":"https://secwatch.observer/filing/0001140361-24-026703","json":"https://secwatch.observer/filing/0001140361-24-026703.json","markdown":"https://secwatch.observer/filing/0001140361-24-026703.md","text":"https://secwatch.observer/filing/0001140361-24-026703.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1816431/000114036124026703/0001140361-24-026703-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1816431/000114036124026703/ef20029402_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-01T16:41:38.992299+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"8d451fa393f3072710ecb79b2048def4bc35a407","claim":"Quantum-Si Inc: Amended certificate of incorporation to remove director cap and add automatic conversion of Class B common stock on June 10, 2028 (effective 2024-05-16).","evidence_excerpt":"On May 16, 2024, Quantum-Si Incorporated (the “Company”) filed a Certificate of Amendment to its Second Amended and Restated Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware to (i) remove the cap on the number of directors to serve on the Company’s board of directors (the “Board”) and make related changes to the process for filling newly created directorships or board vacancies (the “Director Cap Amendments”), and (ii) add a provision with respect to the automatic conversion of the Company’s Class B common stock effective June 10, 2028, which is seven years from the date of the closing of the business combination by and among Quantum-Si Incorporated (formerly HighCape Capital Acquisition Corp.), Tenet Merger Sub, Inc., and Q‐Si Operations Inc. (formerly Quantum-Si Incorporated) (the “Sunset Amendment” and together with the Director Cap Amendments, the “Charter Amendment”).","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1816431/000114036124026703/0001140361-24-026703-index.htm","confidence":0.9},{"claim_id":"201df69eb5edb584aa0285344b5f84a6ae9c73dc","claim":"Quantum-Si Inc shareholders approved Advisory vote to approve named executive officer compensation at the 2024-05-15 meeting.","evidence_excerpt":"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 459,462,890 907,087 144,873 -","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1816431/000114036124026703/0001140361-24-026703-index.htm","confidence":0.95},{"claim_id":"579a479e050f35c6d2331ca56c6cf35d4ca5c92a","claim":"Quantum-Si Inc shareholders approved Director Cap Amendments at the 2024-05-15 meeting.","evidence_excerpt":"The Director Cap Amendments were approved, based on the following votes: Votes For Votes Against Votes Abstained Broker Non-Votes 460,048,611 401,937 64,302 -","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1816431/000114036124026703/0001140361-24-026703-index.htm","confidence":0.85},{"claim_id":"e2376a45c8c9f388f1c6a78eea79877695facec5","claim":"Quantum-Si Inc shareholders approved Ratification of Deloitte & Touche LLP as independent registered public accounting firm at the 2024-05-15 meeting.","evidence_excerpt":"The selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 was ratified, based on the following votes: Votes For Votes Against Votes Abstained Broker Non-Votes 460,397,267 71,110 46,473 -","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1816431/000114036124026703/0001140361-24-026703-index.htm","confidence":0.95},{"claim_id":"ebbc9f99882dd0c613c66520d41d57be3d3de1b0","claim":"Quantum-Si Inc shareholders approved Sunset Amendment at the 2024-05-15 meeting.","evidence_excerpt":"The Sunset Amendment was approved, based on the following votes: Class A Common Stock: Votes For Votes Against Votes Abstained Broker Non-Votes 61,429,495 254,661 80,694 - Class B Common Stock: Votes For Votes Against Votes Abstained Broker Non-Votes 398,750,000 - - -","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1816431/000114036124026703/0001140361-24-026703-index.htm","confidence":0.85}],"comparable_filings":[{"accession":"0001767042-26-000037","ticker":"KGS","company_name":"Kodiak Gas Services, Inc.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Kodiak shareholders approve board declassification and supermajority removal","event_type":"other","sec_items":["5.03","5.07","9.01"],"materiality_score":0.4,"calibrated_materiality_score":0.4,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 5.07, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001767042-26-000037","json":"https://secwatch.observer/filing/0001767042-26-000037.json","markdown":"https://secwatch.observer/filing/0001767042-26-000037.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1767042/000176704226000037/0001767042-26-000037-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1767042/000176704226000037/kgs-20260507.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On May 16, 2024, Quantum-Si Incorporated (the “Company”) filed a Certificate of Amendment to its Second Amended and Restated Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware to (i) remove the cap on the number of directors to serve on the Company’s board of directors (the “Board”) and make related changes to the process for filling newly created directorships or board vacancies (the “Director Cap Amendments”), and (ii) add a provision with respect to the automatic conversion of the Company’s Class B common stock effective June 10, 2028, which is seven years from the date of the closing of the business combination by and among Quantum-Si Incorporated (formerly HighCape Capital Acquisition Corp.), Tenet Merger Sub, Inc., and Q‐Si Operations Inc. (formerly Quantum-Si Incorporated) (the “Sunset Amendment” and together with the Director Cap Amendments, the “Charter Amendment”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1816431/000114036124026703/0001140361-24-026703-index.htm","comparable_excerpt":"At the 2026 Annual Meeting of Shareholders (the “Annual Meeting”) of Kodiak Gas Services, Inc. (the “Company”) held on May 7, 2026, the Company’s shareholders approved certain amendments (the “Charter Amendments”) to the Company’s Amended and Restated Certificate of Incorporation (the “Charter”) to (i) phase in declassification of the Board of Directors (the “Board”) and (ii) eliminate certain supermajority voting requirements and other obsolete provisions.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1767042/000176704226000037/0001767042-26-000037-index.htm"}},{"accession":"0001104659-26-068996","ticker":"XBP","company_name":"XBP Global Holdings, Inc.","filed_at":"2026-06-01T21:00:49+00:00","headline":"XBP Global Holdings annual meeting elects directors, approves auditor and say-on-pay","event_type":"other","sec_items":["5.07","9.01"],"materiality_score":0.3,"calibrated_materiality_score":0.15,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-068996","json":"https://secwatch.observer/filing/0001104659-26-068996.json","markdown":"https://secwatch.observer/filing/0001104659-26-068996.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1839530/000110465926068996/0001104659-26-068996-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1839530/000110465926068996/tm2616124d2_8k.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"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 459,462,890 907,087 144,873 -","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1816431/000114036124026703/0001140361-24-026703-index.htm","comparable_excerpt":"· Proposal 3 — To consider and vote upon a proposal to approve, on an advisory (non-binding) basis, the compensation of our named executive officers (the “say-on-pay vote”): Votes For Votes Against Votes Abstained Broker Non-Votes 8,208,462 1,323,885 1,011 577,920","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1839530/000110465926068996/0001104659-26-068996-index.htm"}},{"accession":"0001193125-26-251689","ticker":"SCHW","company_name":"SCHWAB CHARLES CORP","filed_at":"2026-06-01T21:00:25+00:00","headline":"Charles Schwab files Certificate of Elimination for Series I Preferred Stock","event_type":"other","sec_items":["5.03","9.01"],"materiality_score":0.15,"calibrated_materiality_score":0.15,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251689","json":"https://secwatch.observer/filing/0001193125-26-251689.json","markdown":"https://secwatch.observer/filing/0001193125-26-251689.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/316709/000119312526251689/0001193125-26-251689-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/316709/000119312526251689/d143555d8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On May 16, 2024, Quantum-Si Incorporated (the “Company”) filed a Certificate of Amendment to its Second Amended and Restated Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware to (i) remove the cap on the number of directors to serve on the Company’s board of directors (the “Board”) and make related changes to the process for filling newly created directorships or board vacancies (the “Director Cap Amendments”), and (ii) add a provision with respect to the automatic conversion of the Company’s Class B common stock effective June 10, 2028, which is seven years from the date of the closing of the business combination by and among Quantum-Si Incorporated (formerly HighCape Capital Acquisition Corp.), Tenet Merger Sub, Inc., and Q‐Si Operations Inc. (formerly Quantum-Si Incorporated) (the “Sunset Amendment” and together with the Director Cap Amendments, the “Charter Amendment”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1816431/000114036124026703/0001140361-24-026703-index.htm","comparable_excerpt":"On June 1, 2026, The Charles Schwab Corporation (the “Company”) filed a Certificate of Elimination with the Secretary of State of the State of Delaware with respect to the Company’s 4.000% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series I (“Series I Preferred Stock”), which, effective upon filing, eliminated from the Company’s Fifth Restated Certificate of Incorporation, as amended, all matters set forth in the Certificate of Designations for the Series I Preferred Stock.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/316709/000119312526251689/0001193125-26-251689-index.htm"}},{"accession":"0001628280-26-039483","ticker":"AXON","company_name":"AXON ENTERPRISE, INC.","filed_at":"2026-06-01T20:10:40+00:00","headline":"Axon shareholders elect all 9 director nominees and approve say-on-pay at 2026 annual meeting","event_type":"other","sec_items":["5.07","9.01"],"materiality_score":0.25,"calibrated_materiality_score":0.15,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001628280-26-039483","json":"https://secwatch.observer/filing/0001628280-26-039483.json","markdown":"https://secwatch.observer/filing/0001628280-26-039483.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1069183/000162828026039483/0001628280-26-039483-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1069183/000162828026039483/axon-20260528.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"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 459,462,890 907,087 144,873 -","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1816431/000114036124026703/0001140361-24-026703-index.htm","comparable_excerpt":"The non-binding advisory vote to approve the compensation of the Company's named executive officers was approved as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 54,903,698 6,239,017 112,972 11,665,236","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1069183/000162828026039483/0001628280-26-039483-index.htm"}},{"accession":"0001828536-26-000052","ticker":"NRGV","company_name":"Energy Vault Holdings, Inc.","filed_at":"2026-06-01T15:36:32+00:00","headline":"Energy Vault shareholders elect three Class II directors and ratify BDO USA as auditor","event_type":"other","sec_items":["5.07","9.01"],"materiality_score":0.25,"calibrated_materiality_score":0.15,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001828536-26-000052","json":"https://secwatch.observer/filing/0001828536-26-000052.json","markdown":"https://secwatch.observer/filing/0001828536-26-000052.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1828536/000182853626000052/0001828536-26-000052-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1828536/000182853626000052/nrgv-20260529.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"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 459,462,890 907,087 144,873 -","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1816431/000114036124026703/0001140361-24-026703-index.htm","comparable_excerpt":"Proposal 2 - Ratification of the appointment of BDO USA, P.C. as our independent registered public accounting firm for the fiscal year ending December 31, 2026 Votes For Votes Against Votes Abstaining Broker Non-Votes 127,775,985 168,810 59,341 —","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1828536/000182853626000052/0001828536-26-000052-index.htm"}},{"accession":"0000089089-26-000046","ticker":"SCI","company_name":"SERVICE CORP INTERNATIONAL","filed_at":"2026-05-08T23:59:59+00:00","headline":"SCI shareholders approve board governance changes: director minimum cut to 3, board can fill vacancies","event_type":"other","sec_items":["5.03","9.01"],"materiality_score":0.2,"calibrated_materiality_score":0.2,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0000089089-26-000046","json":"https://secwatch.observer/filing/0000089089-26-000046.json","markdown":"https://secwatch.observer/filing/0000089089-26-000046.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/89089/000008908926000046/0000089089-26-000046-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/89089/000008908926000046/sci-20260506.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On May 16, 2024, Quantum-Si Incorporated (the “Company”) filed a Certificate of Amendment to its Second Amended and Restated Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware to (i) remove the cap on the number of directors to serve on the Company’s board of directors (the “Board”) and make related changes to the process for filling newly created directorships or board vacancies (the “Director Cap Amendments”), and (ii) add a provision with respect to the automatic conversion of the Company’s Class B common stock effective June 10, 2028, which is seven years from the date of the closing of the business combination by and among Quantum-Si Incorporated (formerly HighCape Capital Acquisition Corp.), Tenet Merger Sub, Inc., and Q‐Si Operations Inc. (formerly Quantum-Si Incorporated) (the “Sunset Amendment” and together with the Director Cap Amendments, the “Charter Amendment”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1816431/000114036124026703/0001140361-24-026703-index.htm","comparable_excerpt":"The amendments to the Articles of Incorporation, which became effective on May 7, 2026, and the amendments to the Bylaws, which became effective on May 6, 2026 , include (i) changes permitting the Board to increase the number of directors and fill newly created vacancies, thereby eliminating restrictions requiring that newly created directorships be filled only by shareholders at an annual or special meeting, and (ii) changes reducing the minimum number of directors constituting the Board from nine to three directors (with the maximum remaining at fifteen directors).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/89089/000008908926000046/0000089089-26-000046-index.htm"}},{"accession":"0001654954-26-004356","ticker":"DAIO","company_name":"DATA I/O CORP","filed_at":"2026-05-05T23:59:59+00:00","headline":"Data I/O moves 2026 annual meeting to July 8; removes May meeting requirement","event_type":"other","sec_items":["5.03","8.01","9.01"],"materiality_score":0.15,"calibrated_materiality_score":0.15,"match_reasons":["same fact type: governance_change","same SEC item: 5.03, 9.01","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001654954-26-004356","json":"https://secwatch.observer/filing/0001654954-26-004356.json","markdown":"https://secwatch.observer/filing/0001654954-26-004356.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/351998/000165495426004356/0001654954-26-004356-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/351998/000165495426004356/daio_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"On May 16, 2024, Quantum-Si Incorporated (the “Company”) filed a Certificate of Amendment to its Second Amended and Restated Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware to (i) remove the cap on the number of directors to serve on the Company’s board of directors (the “Board”) and make related changes to the process for filling newly created directorships or board vacancies (the “Director Cap Amendments”), and (ii) add a provision with respect to the automatic conversion of the Company’s Class B common stock effective June 10, 2028, which is seven years from the date of the closing of the business combination by and among Quantum-Si Incorporated (formerly HighCape Capital Acquisition Corp.), Tenet Merger Sub, Inc., and Q‐Si Operations Inc. (formerly Quantum-Si Incorporated) (the “Sunset Amendment” and together with the Director Cap Amendments, the “Charter Amendment”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1816431/000114036124026703/0001140361-24-026703-index.htm","comparable_excerpt":"On April 29, 2026, the Board of Directors (the “Board”) of Data I/O Corporation (the “Company”) adopted an amendment to the Bylaws of the Company (the “Bylaw Amendment”) which became effective immediately. The Bylaw Amendment modifies Article II Section (2) of the Company’s Bylaws to eliminate the requirement that the annual meeting of shareholders be held during the month of May.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/351998/000165495426004356/0001654954-26-004356-index.htm"}},{"accession":"0001403475-26-000031","ticker":"BMRC","company_name":"Bank of Marin Bancorp","filed_at":"2026-06-01T21:11:54+00:00","headline":"Bank of Marin shareholders elect all 10 directors, approve say-on-pay, ratify auditor","event_type":"other","sec_items":["5.07","8.01"],"materiality_score":0.25,"calibrated_materiality_score":0.25,"match_reasons":["same fact type: shareholder_vote","same SEC item: 5.07","same event type: other","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001403475-26-000031","json":"https://secwatch.observer/filing/0001403475-26-000031.json","markdown":"https://secwatch.observer/filing/0001403475-26-000031.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1403475/000140347526000031/0001403475-26-000031-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1403475/000140347526000031/bmrc-20260527.htm"},"side_by_side_evidence":{"fact_type":"shareholder_vote","source_excerpt":"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 459,462,890 907,087 144,873 -","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1816431/000114036124026703/0001140361-24-026703-index.htm","comparable_excerpt":"To elect ten members of the Board of Directors to serve until the next Annual Meeting of Shareholders or until their successors are duly elected and qualified. Number of Votes For Withheld Non-Vote Nicolas C. Anderson 10,405,859 784,544 1,932,287 Russell A. Colombo 7,509,925 3,680,478 1,932,287 Charles D. Fite 10,810,421 379,982 1,932,287 Cigdem F. Gencer 10,818,514 371,888 1,932,287 James C. Hale 10,912,128 278,274 1,932,287 Kevin R. Kennedy 10,974,404 215,998 1,932,287 Timothy D. Myers 10,691,557 498,846 1,932,287 Joel Sklar, MD 10,985,406 204,997 1,932,287 Brian M. Sobel 10,859,501 330,902 1,932,287 Secil T. Watson 10,256,810 933,593 1,932,287","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1403475/000140347526000031/0001403475-26-000031-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}