D-Wave Quantum Inc. Announces 2024 Annual Meeting of Stockholders
Ticker: QBTS · Form: DEF 14A · Filed: Apr 23, 2024 · CIK: 1907982
| Field | Detail |
|---|---|
| Company | D-Wave Quantum INC. (QBTS) |
| Form Type | DEF 14A |
| Filed Date | Apr 23, 2024 |
| Risk Level | low |
| Pages | 15 |
| Reading Time | 18 min |
| Key Dollar Amounts | $0.0001, $10.00, $40.0, $37.6, $150.0 |
| Sentiment | neutral |
Sentiment: neutral
Topics: D-Wave Quantum, QBTS, Annual Meeting, Proxy Statement, Shareholder Vote
TL;DR
<b>D-Wave Quantum Inc. is holding its 2024 Annual Meeting of Stockholders virtually on June 6, 2024, and encourages all shareholders to vote.</b>
AI Summary
D-Wave Quantum Inc. (QBTS) filed a Proxy Statement (DEF 14A) with the SEC on April 23, 2024. D-Wave Quantum Inc. will hold its 2024 Annual Meeting of Stockholders virtually on June 6, 2024, at 9:00 a.m. Pacific Time. The meeting will be accessible via live webcast at www.virtualshareholdermeeting.com/QBTS2024. Stockholders are encouraged to vote by phone, internet, or mail prior to the meeting. Online voting will be available during the meeting, superseding any previously submitted proxy. The filing is a Definitive Proxy Statement (DEF 14A) for the meeting.
Why It Matters
For investors and stakeholders tracking D-Wave Quantum Inc., this filing contains several important signals. This filing provides essential information for shareholders to participate in and vote at the upcoming annual meeting, ensuring their voice is heard on company matters. The virtual format and online voting options aim to increase accessibility and participation for D-Wave Quantum's stockholders.
Risk Assessment
Risk Level: low — D-Wave Quantum Inc. shows low risk based on this filing. The filing is a routine proxy statement for an annual meeting, with no immediate financial or operational disclosures that would significantly alter the risk profile.
Analyst Insight
Review the proxy statement to understand the proposals being voted on and ensure your vote is cast before or during the June 6, 2024 annual meeting.
Key Numbers
- 2024 — Annual Meeting Year (Year of the D-Wave Quantum Inc. Annual Meeting of Stockholders.)
- June 6 — Meeting Date (Date of the 2024 Annual Meeting.)
- 9:00 a.m. Pacific Time — Meeting Time (Time of the 2024 Annual Meeting.)
Key Players & Entities
- D-Wave Quantum Inc. (company) — Registrant and filer of the proxy statement.
- June 6, 2024 (date) — Date of the 2024 Annual Meeting of Stockholders.
- 9:00 a.m. Pacific Time (time) — Time of the 2024 Annual Meeting of Stockholders.
- www.virtualshareholdermeeting.com/QBTS2024 (url) — Webcast link for the virtual annual meeting.
- DEF 14A (document_type) — Form type for the proxy statement.
- April 23, 2024 (date) — Filing date of the proxy statement.
FAQ
When did D-Wave Quantum Inc. file this DEF 14A?
D-Wave Quantum Inc. filed this Proxy Statement (DEF 14A) with the SEC on April 23, 2024.
What is a DEF 14A filing?
A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by D-Wave Quantum Inc. (QBTS).
Where can I read the original DEF 14A filing from D-Wave Quantum Inc.?
You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by D-Wave Quantum Inc..
What are the key takeaways from D-Wave Quantum Inc.'s DEF 14A?
D-Wave Quantum Inc. filed this DEF 14A on April 23, 2024. Key takeaways: D-Wave Quantum Inc. will hold its 2024 Annual Meeting of Stockholders virtually on June 6, 2024, at 9:00 a.m. Pacific Time.. The meeting will be accessible via live webcast at www.virtualshareholdermeeting.com/QBTS2024.. Stockholders are encouraged to vote by phone, internet, or mail prior to the meeting..
Is D-Wave Quantum Inc. a risky investment based on this filing?
Based on this DEF 14A, D-Wave Quantum Inc. presents a relatively low-risk profile. The filing is a routine proxy statement for an annual meeting, with no immediate financial or operational disclosures that would significantly alter the risk profile.
What should investors do after reading D-Wave Quantum Inc.'s DEF 14A?
Review the proxy statement to understand the proposals being voted on and ensure your vote is cast before or during the June 6, 2024 annual meeting. The overall sentiment from this filing is neutral.
How does D-Wave Quantum Inc. compare to its industry peers?
D-Wave Quantum Inc. operates in the quantum computing industry, a rapidly evolving field focused on developing and commercializing quantum computing technology.
Are there regulatory concerns for D-Wave Quantum Inc.?
The filing is subject to SEC regulations governing proxy solicitations and annual meetings, ensuring transparency and shareholder rights.
Industry Context
D-Wave Quantum Inc. operates in the quantum computing industry, a rapidly evolving field focused on developing and commercializing quantum computing technology.
Regulatory Implications
The filing is subject to SEC regulations governing proxy solicitations and annual meetings, ensuring transparency and shareholder rights.
What Investors Should Do
- Review the proxy materials for proposals and voting instructions.
- Cast your vote by phone, internet, or mail before or during the meeting.
- Attend the virtual meeting on June 6, 2024, to participate and vote online.
Key Dates
- 2024-06-06: 2024 Annual Meeting of Stockholders — Key date for shareholders to vote on company matters.
- 2024-04-23: Filing Date of Proxy Statement — Date the Definitive Proxy Statement was filed with the SEC.
Year-Over-Year Comparison
This filing is a standard proxy statement for the annual meeting, providing details on the upcoming shareholder vote and meeting logistics.
Filing Stats: 4,583 words · 18 min read · ~15 pages · Grade level 13 · Accepted 2024-04-23 17:16:14
Key Financial Figures
- $0.0001 — ompany’s common stock, par value $0.0001 (the “ Common Shares ”),
- $10.00 — d for by each PIPE Investor, divided by $10.00 and multiplied by the Exchange Ratio, f
- $40.0 — tio, for an aggregate purchase price of $40.0 million (the “ PIPE Financi
- $37.6 — inancing and DPCM cash on hand, totaled $37.6 million, net of related transactio
- $150.0 — k to buy specified dollar amounts up to $150.0 million of Common Shares through a
- $63.7 — #xa0;31, 2023, the Company has received $63.7 million in proceeds through the is
- $11.50 — ;A Common Stock at an exercise price of $11.50 per share of DPCM Class A Common S
- $11 — as exercisable, at an exercise price of $11.50, for one share of DPCM Class A
Filing Documents
- ny20021875x2_def14a.htm (DEF 14A) — 604KB
- logo_dwave.jpg (GRAPHIC) — 29KB
- ny20021875x2_pc01.jpg (GRAPHIC) — 590KB
- ny20021875x2_pc02.jpg (GRAPHIC) — 442KB
- 0001140361-24-021424.txt ( ) — 2065KB
From the Filing
DEF 14A 1 ny20021875x2_def14a.htm DEF 14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant   ☐ Check the appropriate box:   ☐ Preliminary Proxy Statement   ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement   ☐ Definitive Additional Materials   ☐ Soliciting Material under §240.14a-12 D-Wave Quantum Inc. (Name of Registrant as Specified in its Charter)   (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) Payment of Filing Fee (Check all boxes that apply): ☒ ​ ​ No fee required.   ​ ​     ☐ ​ ​ Fee paid previously with preliminary materials.   ​ ​     ☐ ​ ​ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. TABLE OF CONTENTS   D-WAVE QUANTUM INC.   NOTICE & PROXY STATEMENT   2024 Annual Meeting of Stockholders June 6, 2024 9:00 a.m. (Pacific Time) April 23, 2024 Dear D-Wave Quantum Inc. Stockholder: We cordially invite you to attend the 2024 Annual Meeting (the “ Annual Meeting ”) of the stockholders of D-Wave Quantum Inc., a Delaware corporation (“ we ,” “ our ,” “ Company ” or “ D-Wave Quantum ”), being held virtually via live webcast at www.virtualshareholdermeeting.com/QBTS2024 on June 6, 2024 at 9:00 a.m. Pacific Time. The Notice of Annual Meeting and Proxy Statement on the following pages describe the matters to be presented at the Annual Meeting. Please see the section called “How can I attend the Annual Meeting” on page 6 of the proxy statement for more information about how to attend the meeting. Whether or not you plan to attend the Annual Meeting, please vote as soon as possible by following the instructions in this proxy statement to make sure that your shares are represented at the Annual Meeting. You may vote and submit your proxy by phone, via the Internet, or, if you received paper copies of these materials, by signing, dating and returning the enclosed proxy card or voting instruction card in the enclosed envelope, which requires no postage if mailed in the United States or Canada. If you have previously received our Notice of Internet Availability of Proxy Materials, then instructions regarding how you can vote are contained in that notice. If you are a Company stockholder and you decide to attend the Annual Meeting, you will be able to vote online, even if you have previously submitted your proxy. In such case, your previously submitted proxy will be disregarded. Thank you for your support of D-Wave Quantum Inc. Sincerely, Alan Baratz President and Chief Executive Officer TABLE OF CONTENTS TABLE OF CONTENTS   ​ ​ Page NOTICE OF ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON JUNE 6, 2024 ​ ​ 1 PROXY STATEMENT ​ ​ 2 QUESTIONS AND ANSWERS ABOUT THE 2024 ANNUAL MEETING OF STOCKHOLDERS ​ ​ 6 PROPOSALS TO BE VOTED ON ​ ​ 11 REPORT OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS ​ ​ 17 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FEES AND OTHER MATTERS ​ ​ 18 EXECUTIVE OFFICERS ​ ​ 20 CORPORATE GOVERNANCE ​ ​ 21 COMMITTEES OF THE BOARD OF DIRECTORS ​ ​ 25 EXECUTIVE AND DIRECTOR COMPENSATION ​ ​ 28 DELINQUENT SECTION 16(A) REPORTS ​ ​ 44 CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS ​ ​ 45 STOCKHOLDERS’ PROPOSALS ​ ​ 49 OTHER MATTERS ​ ​ 50 SOLICITATION OF PROXIES ​ ​ 51 D-WAVE QUANTUM’S ANNUAL REPORT ON FORM 10-K ​ ​ 52 APPENDIX A ​ ​ 53 i TABLE OF CONTENTS   NOTICE OF ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON JUNE 6, 2024 To our stockholders: NOTICE IS HEREBY GIVEN that an annual meeting of the stockholders (the “ Annual Meeting ”) of D-Wave Quantum Inc., a Delaware corporation (which is referred to as “ we ,” “ us ,” “ our ,” “ Company ” or “ D-Wave Quantum ”), will be held virtually via live webcast at www.virtualshareholdermeeting.com/QBTS2024 on June 6, 2024. The Annual Meeting will be held for the foll