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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)
December 12, 2025
QUANTUM COMPUTING INC.
(Exact name of registrant as specified in its charter)
| Delaware |
|
001-40615 |
|
82-4533053 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
5 Marine View Plaza, Suite 214
Hoboken, NJ |
|
07030 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code (703) 436-2161
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:
| ☐ | Written communications pursuant
to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | 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 |
| Common stock (par value $0.0001 per share) |
|
QUBT |
|
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 ☐
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. ☐
Item 5.02 Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously reported, on April 11, 2025, the
board of directors (the “Board”) of Quantum Computing Inc. (the “Company”) appointed Dr. Yuping Huang to
serve as the Company’s Interim Chief Executive Officer and President.
On December 12, 2025, the Board appointed Dr.
Yuping Huang to serve as the Company’s Chief Executive Officer (the “CEO Appointment”).
Dr. Huang, age 45, has served as the Interim Chief
Executive Officer and President since April 11, 2025, Chairman of the Board since December 10, 2024, and Chief Quantum Officer since June
16, 2022 and will continue to serve as President and Chairman of the Board during his service as Chief Executive Officer. Prior to joining
the Company, Dr. Huang founded QPhoton, Inc., where he served as Chairman of the Board and Chief Executive Officer from 2020 until its
acquisition by the Company on June 16, 2022. QPhoton, Inc. was a development stage company commercializing quantum photonic technology
and devices to provide innovative and practical quantum solutions.
In connection with the CEO Appointment, the Company
and Dr. Huang entered into an amended and restated employment agreement (the “Employment Agreement”), effective as of January
1, 2026, whereby, as compensation for his services as the Chief Executive Officer, Dr. Huang shall receive an annual base salary of $425,000
and a target annual bonus equal to 100% of base salary. Dr. Huang will also be eligible for annual long-term incentive awards of stock
and stock options in amounts and subject to terms and conditions to be determined by the Board and based on performance criteria to be
established by the Board.
There is no arrangement or understanding between
Dr. Huang and any other person pursuant to which Dr. Huang was appointed as Chief Executive Officer. There are no family relationships
between Dr. Huang and any of the Company’s directors, executive officers or persons nominated or chosen by the Company to become
a director or executive officer. Dr. Huang has not engaged in any related-person transactions required to be disclosed by Item 404(a)
of Securities and Exchange Commission Regulation S-K.
Item 5.02 of this Current Report on Form 8-K contains
only a brief description of the material terms of and does not purport to be a complete description of the rights and obligations of the
parties to the Employment Agreement, and such description is qualified in its entirety by reference to the full text of the Employment
Agreement, which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number |
|
Description |
| 10.1 |
|
Employment Agreement, by and between Quantum Computing Inc. and Yuping Huang, dated December 16, 2025 |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 COMPUTING INC. |
| |
|
| Date: December 16, 2025 |
By: |
/s/ Christopher Roberts |
| |
|
Christopher Roberts |
| |
|
Chief Financial Officer |
