Page 1

SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 Form 10 - K ( Mark One ) Annual Report Pursuant to Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 For the fiscal year ended December 31 , 2020 or □ Transition Report Pursuant to Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 For the transition period from Commission File Number : 000-56015 QUANTUM COMPUTING INC . ( Exact name of registrant as specified in its charter ) Delaware ( State or other jurisdiction of incorporation ) Title of each class None Large accelerated filer Non - accelerated filer to 215 Depot Court SE , Suite 215 Leesburg , VA 20175 ( Address of principal executive offices ) Trading Symbol ( s ) □ 区 ( 703 ) 436-2121 ( Registrant's telephone number , including area code ) Securities registered pursuant to Section 12 ( b ) of the Act : None Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15 ( d ) of the Act . Yes No Indicate by check mark whether the registrant : ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes > No 冈 82-4533053 ( IRS Employer Identification No. ) Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T during the preceding 12 months ( or for such shorter period that registrant was required to submit and post such files . Yes No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S - K is not contained herein , and will not be contained , to the best of registrant's knowledge , in definitive proxy or information statements incorporated by reference in Part III of this Form 10 - K or any amendment to this Form 10 - K . Name of each exchange on which registered None Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company or an emerging growth company . See the definitions of " large accelerated filer , " " accelerated filer , ” “ smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . ( Check one ) : Accelerated filer Smaller reporting company 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 . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Exchange Act ) . Yes No > . The aggregate market value of the voting and non - voting common stock held by non - affiliates of the registrant as of June 30 , 2020 was $ 13,430,257 based on the closing price of $ 2.68 per share of Quantum Computing , Inc. common stock as quoted on the OTC Marketplace on that date . As of March 16 , 2021 , were 28,667,925 shares of the registrant's common stock outstanding . Documents Incorporated by Reference N / A .