Q/C Technologies (QCLS) Proxy Filing summary

Executive summary

• Special Meeting scheduled for July 24, 2024, to be held virtually for all stockholders.

• Four main proposals: issuance of new shares and warrants, increase in authorized shares, auditor ratification, and potential adjournment.

• Board recommends voting "FOR" all proposals to support financing and operational flexibility.

Voting matters and shareholder proposals

• Proposal 1 seeks approval for issuance of shares and warrants exceeding 20% of outstanding common stock, related to recent private placements.

• Proposal 2 requests an amendment to increase authorized common stock from 16,666,666 to 250,000,000 shares.

• Proposal 3 is for ratification of Morison Cogen LLP as independent auditor for fiscal 2024.

• Proposal 4 allows adjournment of the meeting if more time is needed to solicit votes.

• Board recommends voting in favor of all proposals.

Board of directors and corporate governance

• Joshua Silverman serves as Chairman of the Board and is the designated proxy for the meeting.

• Board and management may have interests in proposals due to participation in private placements.