---
schema_version: "secwatch.filing_event.v1"
accession: "0001907982-26-000084"
form_type: "8-K"
ticker: "QBTS"
cik: "0001907982"
company_name: "D-Wave Quantum Inc."
filed_at: "2026-06-08T20:05:59+00:00"
generated_at: "2026-06-08T20:09:11.451480+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.5
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# D-Wave Quantum annual meeting re-elects directors, approves say-on-pay; Sharon Holt named Board Chair

## Summary
- Elected Alan Baratz and Sharon Holt as Class I directors with 94.4M and 82.7M votes; broker non-votes 106.3M.
- Say-on-pay approved with 90.65M for (94.4% of votes cast excluding broker non-votes); one-year frequency adopted.
- Ratified Grant Thornton as auditor for FY2026: 198.6M for, 2.3M against, 1.6M abstain.
- Sharon Holt replaces Steven M. West as Board Chair; Rohit Ghai replaces John D. DiLullo as Compensation Committee chair.
- Committee changes: DiLullo to Cybersecurity Committee; West to Nominating and Governance Committee.

## SEC filing metadata
- accession: 0001907982-26-000084
- form_type: 8-K
- ticker: QBTS
- cik: 0001907982
- company_name: D-Wave Quantum Inc.
- filed_at: 2026-06-08T20:05:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.5
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1907982/000190798226000084/0001907982-26-000084-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1907982/000190798226000084/qbts-20260604.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001907982-26-000084
- JSON: https://secwatch.observer/filing/0001907982-26-000084.json
- Plain text: https://secwatch.observer/filing/0001907982-26-000084.txt

## Key facts
- Shareholder Votes
  D-Wave Quantum Inc. shareholders approved Ratification of appointment of Grant Thornton LLP as independent auditor at the 2026-06-04 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2026-06-04
  source text: The voting results with respect to the ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 were as follows: For Against Abstain Broker Non-Votes 198,587,721 2,310,399 1,578,540 N/A
  evidence_url: https://www.sec.gov/Archives/edgar/data/1907982/000190798226000084/0001907982-26-000084-index.htm
- Shareholder Votes
  D-Wave Quantum Inc. shareholders approved Advisory vote on the frequency of future say-on-pay votes at the 2026-06-04 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2026-06-04
  source text: The voting results with respect to the Say-on-Frequency Vote were as follows: One Year Two Years Three Years Abstain Broker Non-Votes 93,701,442 571,286 818,787 1,035,268 106,349,877
  evidence_url: https://www.sec.gov/Archives/edgar/data/1907982/000190798226000084/0001907982-26-000084-index.htm
- Shareholder Votes
  D-Wave Quantum Inc. shareholders approved Advisory vote on the compensation of named executive officers at the 2026-06-04 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2026-06-04
  source text: The voting results with respect to the Say-on-Pay Vote were as follows: For Against Abstain Broker Non-Votes 90,652,337 4,572,341 902,105 106,349,877
  evidence_url: https://www.sec.gov/Archives/edgar/data/1907982/000190798226000084/0001907982-26-000084-index.htm
- Shareholder Votes
  D-Wave Quantum Inc. shareholders approved Election of Alan E. Baratz and Sharon Holt as Class I directors at the 2026-06-04 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2026-06-04
  source text: The voting results with respect to the election of directors were as follows: For Withhold Broker Non-Votes Alan E. Baratz 94,418,236 1,708,547 106,349,877 Sharon Holt 82,745,067 13,381,716 106,349,877
  evidence_url: https://www.sec.gov/Archives/edgar/data/1907982/000190798226000084/0001907982-26-000084-index.htm

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