Strong support as -SI Incorporated (NASDAQ: QSI) holders back board, auditor and pay

Rhea-AI Filing Summary

-SI Incorporated reported voting results from its Annual Meeting held on May 15, 2026. Shareholders representing approximately 84.59% of the total voting power of Class A and Class B shares formed a quorum.

All nominated directors were reelected, with Jonathan M. Rothberg, Ph.D. receiving 454,010,014 votes for and 429,631 against. Shareholders also ratified PricewaterhouseCoopers LLP as independent registered public accounting firm, with 502,452,749 votes for, and approved the advisory vote on executive compensation with 441,315,119 votes for.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Class A shares present: 104,709,566 shares Class B shares present: 19,937,500 shares Voting power represented: 84.59% +3 more

6 metrics

Class A shares present 104,709,566 shares Present or represented at Annual Meeting

Class B shares present 19,937,500 shares Present or represented at Annual Meeting

Voting power represented 84.59% Total voting power at Annual Meeting

Votes for PwC ratification 502,452,749 votes Auditor ratification for year ending December 31, 2026

Votes for say-on-pay 441,315,119 votes Advisory approval of executive compensation

Votes for Rothberg election 454,010,014 votes Director election of Jonathan M. Rothberg, Ph.D.

Key Terms

Annual Meeting, broker non-votes, independent registered public accounting firm, advisory vote

4 terms

Annual Meeting financial

"On May 15, 2026, the Company held its Annual Meeting."

A company's annual meeting is a yearly gathering where owners (shareholders) and the board review performance, ask questions, and vote on key matters like electing directors, approving auditor choices, and sometimes setting pay or dividend policies. For investors it matters because decisions made and votes cast can change who runs the company, influence strategy and payouts, and affect the value or direction of their investment—similar to a homeowners’ meeting where rules and leaders that shape your property’s value are decided.

broker non-votes financial

"Votes Abstained | Broker Non-Votes 441,315,119 | 13,004,700 | 226,840 | 48,912,907"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

independent registered public accounting firm financial

"the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

advisory vote financial

"The advisory vote of the compensation of the Company’s named executive officers"

An advisory vote is a shareholder poll that expresses investors’ approval or concern about a company’s policy, executive pay, board decisions or other governance matters but does not legally force the company to act. Think of it like a customer survey: it signals investor sentiment and can pressure management to change course, so investors watch the result as a guide to future governance, risk and potential shifts in strategy.

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Understanding 8-K Material Events →

0001816431FALSE00018164312026-05-152026-05-150001816431us-gaap:CommonClassAMember2026-05-152026-05-150001816431qsi:RedeemableWarrantsEachWholeWarrantExercisableForOneShareOfClassACommonStockEachAtAnExercisePriceOf1150PerShareMember2026-05-152026-05-15

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 15, 2026

QUANTUM-SI INCORPORATED

(Exact name of registrant as specified in its charter)

Delaware			001-39486			85-1388175
(State or other jurisdiction of incorporation)			(Commission File Number)			(IRS Employer Identification No.)

29 Business Park Drive
Branford, Connecticut						06405
(Address of principal executive offices)						(Zip Code)

Registrant’s telephone number, including area code: (866) 688-7374

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A common stock, par value $0.0001 per share

QSI

The Nasdaq Stock Market LLC

Redeemable warrants, each whole warrant exercisable for one share of Class A common stock, each at an exercise price of $11.50 per share

QSIAW

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company      o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 5.07     Submission of Matters to a Vote of Security Holders.

(a) On May 15, 2026, the Company held its Annual Meeting. At the Annual Meeting, the Company’s shareholders voted on three proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 1, 2026 (the “Proxy Statement”). At the Annual Meeting, there were 104,709,566 shares of Class A common stock and 19,937,500 shares of Class B common stock present or represented by proxy, which represented approximately 84.59% of the outstanding total voting power of the shares of Class A common stock and Class B common stock entitled to vote at the Annual Meeting (voting together as a single class), which constituted a quorum for the transaction of business. Holders of the Company’s Class A common stock were entitled to one vote for each share held as of the close of business on March 20, 2026 (the “Record Date”), and holders of the Company’s Class B common stock were entitled to 20 votes for each share held as of the Record Date.

(b) The following actions were taken at the Annual Meeting:

1. The following nominees were reelected to serve on the Board until the Company’s 2027 annual meeting of stockholders, based on the following votes:

Name			Votes For			Votes Against			Votes Abstained			Broker Non-Votes
Charles Kummeth			450,934,026			3,431,426			181,207			48,912,907
Jeffrey Hawkins			450,954,265			3,490,927			101,467			48,912,907
Paula Dowdy			450,854,550			3,470,812			221,297			48,912,907
Ruth Fattori			450,847,672			3,497,189			201,798			48,912,907
Amir Jafri			450,841,057			3,281,385			424,217			48,912,907
Jack Kenny			444,883,464			9,461,504			201,691			48,912,907
Brigid A. Makes			450,879,316			3,265,783			401,560			48,912,907
Scott Mendel			450,854,550			3,470,812			221,297			48,912,907
Kevin Rakin			450,883,869			3,260,489			402,301			48,912,907
Jonathan M. Rothberg, Ph.D.			454,010,014			429,631			107,014			48,912,907

2. The selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified, based on the following votes:

Votes For			Votes Against			Votes Abstained			Broker Non-Votes
502,452,749			756,904			249,913			48,912,907

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
441,315,119			13,004,700			226,840			48,912,907

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			QUANTUM-SI INCORPORATED
			By:			/s/ Jeffry Keyes
			Name:			Jeffry Keyes
			Title:			Chief Financial Officer
Date: May 15, 2026

FAQ

What did -SI Incorporated (QSI) shareholders vote on at the 2026 Annual Meeting?

Shareholders voted on three key items: the reelection of directors, ratification of PricewaterhouseCoopers LLP as independent auditor for the year ending December 31, 2026, and an advisory approval of named executive officer compensation as described in the company’s proxy statement.

Was there a quorum at -SI Incorporated’s May 15, 2026 Annual Meeting?

Yes, a quorum was reached. 104,709,566 Class A shares and 19,937,500 Class B shares were present or represented by proxy, representing approximately 84.59% of the total voting power entitled to vote at the meeting as a single class.

Which auditor did -SI Incorporated (QSI) shareholders ratify for fiscal 2026?

Shareholders ratified PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026, with 502,452,749 votes for, 756,904 votes against, and 249,913 votes abstaining, plus 48,912,907 broker non-votes recorded.

How did -SI Incorporated shareholders vote on executive compensation (say-on-pay)?

Executive compensation received strong shareholder support. The advisory vote on named executive officer compensation was approved with 441,315,119 votes for, 13,004,700 votes against, 226,840 abstentions, and 48,912,907 broker non-votes as reported from the Annual Meeting.

Were all director nominees reelected at -SI Incorporated’s 2026 Annual Meeting?

All listed director nominees were reelected to serve until the 2027 annual meeting. Each nominee received substantially more votes for than against, including Jonathan M. Rothberg, Ph.D., who received 454,010,014 votes for, 429,631 against, 107,014 abstentions, and 48,912,907 broker non-votes.

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 2.8 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE DOCUMENT 15.3 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 28.1 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 15.9 KB