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Quantum Computing Inc.

For the period ended Dec 31, 2024. Filed Mar 20, 2025.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Mar 20, 2025

QUBT$6.30-8.2%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits
Contents

Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

Exhibit · Reference · Filed or Furnished
NumberExhibit DescriptionFormExhibitFiling DateHerewith
2.1Agreement and Plan of Merger by and among Quantum Computing Inc., Project Alpha Merger Sub I, Inc., Project Alpha Merger Sub II, LLC, QPhoton, Inc., and Yuping Huang, dated as of May 18, 20228-K10.105/23/2022
3.1(i)Amended and Restated Certificate of Incorporation10-K/A3.1(i)07/10/2023
3.1(ii)Certificate of Designations of the Series A Convertible Preferred Stock8-K3.111/17/2021
3.1(iii)Certificate of Amendment of Certificate of Designations of Series A Convertible Preferred Stock of Quantum Computing Inc., filed with the Delaware Secretary of State on December 16, 20218-K3.112/17/2021
3.1(iv)Certificate of Designation with respect to the Series B Preferred Stock, par value $0.0001 per share, dated June 14, 20228-K3.106/21/2022
3.2Amended and Restated By-laws10-K/A3.207/10/2023
4.1Common Stock Specimen10-12(g)4.101/09/2019
4.2Description of Securities10-K4.404/01/2024
4.3Form of Placement Agent Warrant8-K4.112/12/2024
4.4Form of Placement Agent Warrant8-K4.101/08/2025
4.5Form of Placement Agent WarrantX
4.6Unsecured Promissory Note issued by QPhoton, Inc. to Quantum Computing, Inc., in the amount of $1,250,000, dated February 18, 20228-K10.202/23/2022
10.1*2019 Quantum Computing Inc. Equity and Incentive PlanS-110.811/22/2019
10.2*Form Director Agreement8-K10.102/23/2021
10.3*Amended and Restated Employment Agreement, dated as of April 26, 2021, by and between Quantum Computing Inc. and Robert Liscouski8-K10.104/30/2021
10.4*Employment Agreement between Christopher Roberts and Quantum Computing, Inc., dated as of April 26, 20218-K10.204/30/2021
10.5*Employment Agreement between by and between Quantum Computing Inc. and William McGann, dated as of January 3, 20228-K10.201/03/2022
10.6Note Purchase Agreement, dated as of February 18, 2022, between Quantum Computing Inc. and QPhoton, Inc.8-K10.102/23/2022
10.7Escrow Agreement, dated as of June 16, 2022, by and among Quantum Computing Inc., Yuping Huang and Worldwide Stock Transfer, LLC8-K10.206/21/2022
10.8Stockholders Agreement by and among Quantum Computing, Inc. and each of the Stockholders set forth on Exhibit A thereto, dated as of June 16, 20228-K10.306/21/2022
10.9Form Registration Rights Agreement8-K10.406/21/2022
10.10*Employment Agreement, dated as of June 15, 2022, by and between Quantum Computing Inc. and Yuping Huang8-K10.506/21/2022
10.11ATM Agreement, dated as of December 5, 2022, between Quantum Computing Inc. and Ascendiant Capital Markets, LLC8-K1.112/06/2022
10.12*Director Agreement between Quantum Computing Inc. and Dr. Carl Weimer, dated January 6, 20238-K10.101/09/2023
10.13Employment Agreement between Quantum Computing Inc. and Christopher Boehmler, dated as of June 26, 20238-K10.106/26/2023
10.14*Quantum Computing Inc. 2022 Equity and Incentive Plan10-K/A10.4207/10/2023
10.15First Amendment to ATM Agreement, dated as of August 17, 2023, between Quantum Computing Inc. and Ascendiant Capital Markets, LLC8-K1.108/21/2023
10.16Series A Preferred Redemption and Waiver Agreement, dated as of March 19, 20248-K10.103/25/2024
10.17Separation Agreement, dated as of March 15, 2024, by and between Quantum Computing, Inc. and Robert Liscouski10-K10.2604/01/2024
10.18*Director Agreement, dated as of March 8, 2024, by and between Quantum Computing, Inc. and Robert Liscouski10-K10.2704/01/2024
10.19Director Agreement between Quantum Computing Inc. and Dr. Javad Shabani, dated April 19, 20248-K10.104/25/2024
10.20Modification 2 to Consulting Services Agreement, dated as of June 18, 2024, by and between Quantum Computing, Inc. and Christopher RobertsX
10.21Secured Promissory Note issued to Streeterville Capital, LLC, dated August 6, 20248-K4.108/12/2024
10.22Securities Purchase Agreement between Quantum Computing Inc. and Streeterville Capital, LLC, dated August 6, 20248-K10.108/12/2024
10.23Security Agreement between Quantum Computing Inc. and Streeterville Capital, LLC, dated August 6, 20248-K10.208/12/2024
10.24IP Security Agreement between Quantum Computing Inc. and Streeterville Capital, LLC, dated August 6, 20248-K10.308/12/2024
10.25Guaranty by QPhoton, LLC, Qubittech International, Inc., Qubittech, Inc., and QI Solutions, Inc., dated August 6, 20248-K10.408/12/2024
10.26Form of Securities Purchase Agreement, dated as of November 14, 2024, between Quantum Computing Inc. and each Purchaser (as defined therein)8-K10.111/15/2024
10.27Placement Agency Agreement, dated November 14, 2024, between Quantum Computing Inc. and Titan Partners Group LLC, a division of American Capital Partners, LLC8-K10.211/15/2024
10.28Form of Lock-Up Agreement dated November 14, 20248-K10.311/15/2024
10.29Amendment to Employment Agreement by and between Quantum Computing Inc. and Yuping Huang, dated as of September 1, 202410-Q10.511/06/2024
10.30Modification 3 to Consulting Services Agreement, dated as of December 20, 2024, by and between Quantum Computing, Inc. and Christopher RobertsX
10.31Form of Registered Offering Purchase Agreement, dated as of December 10, 2024, between Quantum Computing Inc. and each Purchaser (as defined therein)8-K10.112/12/2024
10.32Form of Placement Purchase Agreement, dated as of December 10, 2024, between Quantum Computing Inc. and each Purchaser (as defined therein)8-K10.212/12/2024
10.33Placement Agency Agreement, dated December 10, 2024, between Quantum Computing Inc. and Titan Partners Group LLC, a division of American Capital Partners, LLC8-K10.312/12/2024
10.34Form of Lock-Up Agreement dated December 12, 20248-K10.412/12/2024
10.35Second Amendment to Employment Agreement between Quantum Computing Inc. and William J. McGann, dated as of December 30, 20248-K10.112/31/2024
10.36Form of Purchase Agreement, dated as of January 7, 2025, between Quantum Computing Inc. and each Purchaser (as defined therein)8-K10.101/08/2025
10.37Placement Agency Agreement, dated January 7, 2025, between Quantum Computing Inc. and Titan Partners Group LLC, a division of American Capital Partners, LLC8-K10.201/08/2025
10.38Form of Lock-Up Agreement dated January 7, 20258-K10.301/08/2025
10.39First Amendment to Employment Agreement between Quantum Computing Inc. and William J. McGann, dated as of February 1, 2024S-110.701/22/2025
14.1Quantum Computing Inc. Code of Ethics8-K14.109/25/2024
19.1Quantum Computing Inc. Insider Trading PolicyX
21.1List of SubsidiariesX
23.1Consent of BPM LLP, Independent Registered Public Accounting FirmX
31.1Principal Executive Officer Certification Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.X
31.2Principal Financial Officer Certification Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.X
32.1Principal Executive Officer Certification Pursuant to Item 601(b)(32) of Regulation S-K, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.X
32.2Principal Financial Officer Certification Pursuant to Item 601(b)(32) of Regulation S-K, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.X
97.1Policy relating to recovery of erroneously awarded compensation.10-K97.104/01/2024
101.INSInline XBRL Instance Document.X
101.SCHInline XBRL Taxonomy Extension Schema Linkbase Document.X
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.X
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.X
101.LABInline XBRL Taxonomy Extension Label Linkbase Document.X
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document.X
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).X
*Indicates a management contract or compensatory plan or arrangement.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: March 20, 2025Quantum Computing Inc.
By:/s/ Dr. William McGann
Dr. Willan McGann
Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacity and on the dates indicated.

NameCapacityDate
/s/ Yuping HuangChairman of the Board of Directors and Chief Quantum OfficerMarch 20, 2025
Yuping Huang
/s/ Dr. William McGannChief Executive OfficerMarch 20, 2025
Dr. Willan McGann(Principal Executive Officer)
/s/ Christopher BoehmlerChief Financial Officer, TreasurerMarch 20, 2025
Christopher Boehmler(Principal Financial Officer and Principal Accounting Officer)
/s/ Michael TurmelleDirectorMarch 20, 2025
Michael Turmelle
/s/ Robert FagensonVice Chairman of the Board of DirectorsMarch 20, 2025
Robert Fagenson
/s/ Dr. Carl WeimerDirectorMarch 20, 2025
Dr. Carl Weimer
/s/ Dr. Javad ShabaniDirectorMarch 20, 2025
Dr. Javad Shabani

Index to the Consolidated Financial Statements

DescriptionPage
Report of Independent Registered Public Accounting Firm (PCAOB ID:207)F-2
Consolidated Balance Sheets as of December 31, 2024 and December 31, 2023F-3
Consolidated Statement of Operations for the Year Ended December 31, 2024 and 2023F-4
Consolidated Statement of Stockholders’ Equity for the Year Ended December 31, 2024 and 2023F-5
Consolidated Statement of Cash Flows for the Year Ended December 31, 2024 and 2023F-6
Notes to the Consolidated Financial StatementsF-7
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.