Quantinuum Inc.

    QNT ·NASDAQ ·Services-Computer Integrated Systems Design ·Inc. in DE
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    Financial statements

    data from SEC XBRL filings. Values are as-reported; restatements supersede originals. Values reported in .

    From 10-Q filed 2026-08-13 (period ending 2026-06-30).



    Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
    You should read the following discussion and analysis of our financial condition and results of operations together with our unaudited interim condensed consolidated financial statements and the related notes appearing elsewhere in this report, and our audited consolidated financial statements and the related notes for the year ended December 31, 2025 and the discussion under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in the Prospectus. Some of the information contained in this discussion and analysis, including information with respect to our current plans and strategy for our business, includes forward-looking statements that involve risks and uncertainties.

    You should review the section of this quarterly report titled “Risk Factors” for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis. Our historical results are not necessarily indicative of the results that may be expected for any period in the future. Unless the context otherwise requires, references in this section to “Quantinuum,” “we,” “our,” “us,” and the “Company” refer to Quantinuum Inc. and its consolidated subsidiaries.
    Overview
    Quantum computing is quickly evolving from research to early commercial adoption to address the insatiable need for computing power in the digital age. Even as classical computing continues to advance in energy-efficient performance, the huge computational demands of new applications such as artificial intelligence (“AI”) are making it challenging for classical computing to keep pace. Quantum computing is a fundamentally different approach that allows us to solve entirely new classes of problems in a resource-efficient manner. This paradigm change is being propelled by governments and enterprises, as they recognize quantum computing as a potential key enabler of long-term growth. Quantinuum was built with the mission to lead this transition and play a pivotal role in defining the future of the computing industry.
    We believe the future of computing will be inherently hybrid, combining classical compute (i.e., CPUs), accelerated compute (i.e., GPUs) and quantum compute (i.e., QPUs). In this architecture, quantum computing will become a foundational layer for solving classes of problems that are fundamentally difficult for classical and accelerated systems alone. We view quantum computing not as a standalone replacement for classical systems, but as a new foundational layer within a hybrid computing stack. In this model, workloads are dynamically orchestrated across computing systems to ensure optimal execution, enabling each class of problem to be solved on the most appropriate computing substrate. Our quantum systems have been designed from the ground up with this hybrid framework in mind. We are already exploring protocols in which our quantum systems will generate data that is subsequently used by AI models to learn and guide the generation of additional data—creating a closed‑loop feedback system that accelerates discovery across multiple domains. Critically, unlike classical systems, our QPUs produce data that is extremely difficult—if not impossible—to produce classically. This confers a unique advantage: rather than training AI models on data that is broadly available or incrementally derived, we provide novel, high‑value data that would otherwise be prohibitively expensive or altogether unattainable. This capability is driven by our QPU’s ability to accurately model highly complex chemical and physical systems, unlocking insights beyond the reach of traditional computing approaches.
    Quantinuum is a leading quantum computing platform that offers solutions like hardware platforms, developer tools, application libraries and solution-targeted intellectual property (“IP”). Our vertically integrated quantum computing platform combines sophisticated quantum hardware systems and middleware with application software designed to make quantum computing deployable in real-world environments. By enabling hybrid quantum-classical computing workflows with our software, we believe we accelerate the creation of entirely new application categories, such as quantum-enabled AI.
    Our model of working closely with our customers and partners to build new hardware and software capabilities builds deep, durable relationships that we believe enables Quantinuum to create and capture value. Our selective approach to what we retain as proprietary and what we license as open-source is designed to accelerate developer adoption and ecosystem growth without compromising long-term competitive advantages. Core architectural and system-level IP remain proprietary and protected, while openness is pursued in areas where it strengthens developer engagement.
    Our QCCD architecture is designed to prioritize accuracy, connectivity and system-level performance over raw gate speed, reflecting our focus on improving time-to-solution for real-world workloads. Quantinuum’s platform is built on the well-established QCCD architecture established in the early 2000s, which we implemented with novel designs and capabilities to achieve the industry’s highest accuracy levels based on Helios’ 99.921% average two-qubit gate fidelity, as of December 31, 2025. See “About this Prospectus—Market and Industry Data.” In fact, we were the first in the industry to implement logical qubits with a higher accuracy than physical qubits, according to the 2021 Ryan-Anderson et al. Study.
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    Quantinuum has demonstrated technical and operational progress through multiple generations of commercially deployed quantum systems, including H1 (2020), H2 (2023) and Helios (2025). H1 was the first commercial quantum system to demonstrate “Three Nines” (“99.9%”) accuracy for two-qubit gates across all qubit pairs, according to the 2025 Kretschmer et al. Study, and each generation delivered measurable improvements in performance and accuracy. Our team continues to build on these improvements and is working on future system generations, such as Sol, which we expect to introduce in 2027 and anticipate will achieve up to 100 logical qubits (a key milestone in fault-tolerant computing), and Apollo, which we expect to introduce in 2029 and anticipate will achieve 100s of logical qubits.
    While certain alternative approaches, such as superconducting architectures, may achieve faster individual gate speeds, they often require significantly more operations and higher error-correction overhead to reach a reliable result. We evaluate the performance and commercial readiness of our platform using system-level metrics that we—and our customers—believe are indicative of real-world value and the ability to produce successful outcomes and solutions, rather than early stage and traditional metrics, such as raw qubit count or gate speed. The metrics and performance drivers that best showcase our ability to achieve results include fidelity, number of logical qubits, system scalability, time-to-solution and full-stack performance. We believe these metrics are more directly aligned with customer outcomes and commercial adoption, system cost and the ability to support increasingly complex workloads.
    Our strategy is hardware-led and software-enhanced, delivering high-accuracy quantum hardware with co-optimized middleware and applications to enable customers to design and implement solutions. Our middleware tools for quantum software developers, like the high-level quantum programming language, Guppy, are designed to make writing and executing quantum programs easy, enabling customers to build high-value solutions. We believe that our software tools across multiple platforms significantly lower the adoption hurdle in application development while creating loyalty to Quantinuum’s platform. We expect that our full-stack offerings, including applications, will help us capitalize on early commercial value as quantum technology is deployed across industries, while preserving significant flexibility to capture value as the industry moves up stack.
    Recent Development - U.S. Government Transaction
    On May 21, 2026, we announced that we entered into a non-binding Letter of Intent (“Letter of Intent”) with the Department of Commerce (the “Department of Commerce”) under the CHIPS Act of 2022, covering an award of up to an aggregate $100.0 million (the “Award”), to be disbursed to us in multiple payments, with $56.0 million to be made available on or about the date of the Award (the “Award Date”) and two subsequent payments (the “Milestone Payments”) in connection with, and subject to, our achievement of certain project milestones, which are expected to be required to be achieved within five years of the Award Date (the “U.S. Government Transaction”). In exchange for receiving the Award, under the terms of the Letter of Intent, we would be obligated to issue equity securities on the Award Date to the Department of Commerce in the full amount of the Award, at an issuance price that is based on the lowest of (i) the initial public offering price per share discounted by 20% and (ii) the publicly traded closing share price on the Award Date, discounted by 15%. The Letter of Intent contemplates that we will undertake certain activities at multiple existing U.S. project sites to address key technical challenges in scaling trapped-ion-based quantum computing systems. The proposed transaction remains subject to the negotiation and execution of the definitive award documents (the “Definitive Award Documents”), the satisfaction of numerous conditions, and final government approvals. There can be no assurance that the U.S. Government Transaction will be consummated on the terms contemplated in the Letter of Intent or at all. Even if the Definitive Award Documents are executed, a portion of the funding would be disbursed in tranches subject to the achievement of specified milestones, and any failure to meet a milestone could result in the withholding of funding. Further, failure to complete certain required activities to be set forth in the Definitive Award Documents or comply with certain provisions of the Definitive Award Documents may subject previously disbursed amounts to certain clawback provisions.
    Key Components Of Results Of Operations
    Revenue—net
    We derive revenue from contracts associated with the design, development, construction and sale of specialized quantum computing hardware, from contracts providing access to our quantum computing systems with maintenance and other support services, and from consulting services related to co-developing algorithms on quantum computing systems.
    Our contracts for cloud platform, research and other related support services represent performance obligations that are satisfied over time when the customer simultaneously receives and consumes the benefits as we perform the work, if the customer controls the asset as it is created, or if our performance does not create an asset with an alternative use and we have an enforceable right to payment. These arrangements often involve providing customers with ongoing, stand-ready
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    access to our quantum computing systems and resources. The transaction price for these contracts generally consists of a fixed fee for a defined service period, which may also include a variable component for usage exceeding contractual minimums. For these performance obligations, fixed fees are typically recognized on a straight-line basis over the service period, while variable usage fees are recognized in the period they occur.
    To measure our progress for performance obligations satisfied over time, we use output methods, such as customer consumption, achievement of contractual milestones, or a straight-line measure of progress, selecting the method that best depicts the transfer of control to the customer.
    For performance obligations related to the sale of specialized quantum computing hardware, revenue is recognized at a point in time when control of the asset transfers to the customer, which is typically upon delivery and commissioning. These arrangements may qualify as sales-type leases under ASC 842. The application of these accounting principles requires us to make judgments and estimates, and changes to these estimates can have a significant impact on the timing and amount of revenue recognized.
    Revenue may fluctuate significantly from period to period due to the timing of new contracts, the commencement of large multiyear engagements, customer usage patterns and the onboarding of new enterprise and government customers. As is typical of quantum computing organizations, our customer base is concentrated and revenue from individual customers may represent a large percentage of total revenue in any given period.
    Costs and Expenses
    Cost of revenue
    Cost of revenue consists primarily of costs associated with operating our quantum computing systems and cloud delivery infrastructure. These expenses include:
    Personnel related costs for operations, reliability and customer support teams;
    Depreciation related to our quantum computing systems;
    Infrastructure costs, including costs associated with maintaining the cloud platform and allocation of facility costs; and
    Third-party costs, including fees paid to third-party contractors or consultants engaged to support the delivery of services to our customers.
    Period over period changes in cost of revenue are driven by the timing of system upgrades and deployments, expansion of computing capacity to support demand growth and increases in cloud and data center infrastructure usage.
    Amortization expense
    Amortization expense includes amortization of acquired intangible assets—such as patents and technology, customer relationships and trademarks.
    Amortization will vary with the timing of product development cycles, the mix of intangible assets acquired or capitalized and the corresponding useful lives of the underlying assets. Due to the breadth of proprietary technologies supporting our quantum systems, amortization expense is expected to remain a meaningful component of our cost structure.
    Research and development expenses—net
    Research and development expenses represent our most significant investment and reflect efforts to advance core trapped-ion hardware generations, increase qubit capacity and fidelity, develop system level control software and expand algorithmic and application layer capabilities. These expenses include personnel related costs, prototype system development, laboratory operations, materials and outsourced research services.
    Research and development is presented net of the UK Research and Development Expenditure Credit (“RDEC”). Because the timing and magnitude of these offsets vary, net research and development expense may not trend proportionally with underlying gross investment.
    As with other quantum computing companies, continued research and development investment is critical to advancing our technology roadmap and supporting long term commercialization objectives.
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    Sales and marketing expenses
    Sales and marketing expenses include personnel related costs for sales, business development and marketing. These expenses also include the cost of customer acquisition programs, participation in industry conferences, digital marketing and initiatives to cultivate early adopter ecosystems for quantum computing.
    Early stage enterprise adoption cycles remain long and variable, which may lead to non-linear trends in sales and marketing expenses.
    General and administrative expenses
    General and administrative expenses include personnel related costs for corporate functions such as finance, legal and executive management as well as allocated costs for human resources and information technology. These expenses also include professional fees, insurance expenses (including directors’ and officers’ liability insurance) and other corporate overhead costs.
    Stock compensation expense
    A significant portion of our outstanding equity awards include restricted Quantinuum Class C shares and RSU awards covering Quantinuum Class C shares granted to the executive management team under the 2023 Plan. These equity awards contain liquidity event vesting conditions that were satisfied upon the completion of the IPO. Because service-based or performance-based vesting conditions for a portion of these awards have already been met, we recognized a substantial, one time, non-recurring stock compensation expense in the period in which the IPO occurred.
    In addition to our executive management team’s equity awards, a substantial portion of our future stock‑based compensation relates to contractual entitlements made to employees by Quantinuum (Cayman) and its affiliates to receive restricted stock units. See Note 15 — Stock-Based Compensation to our Condensed Consolidated Financial Statements for a description of these plans. These awards were subject to satisfaction of a liquidity‑event condition for Quantinuum (Cayman) and were formally granted by the Board following the completion of the IPO.
    We recognized a significant, one‑time, non‑recurring stock‑based compensation expense in the period in which Quantinuum Inc. approved and granted these restricted stock units, which occurred upon the IPO, reflecting service rendered prior to the applicable grant date.
    All future stock-based compensation expense will:
    materially increase operating expenses for the period subsequent to the liquidity event and the period in which Quantinuum Inc. approves employee restricted share units;
    not require the use of cash;
    significantly affect comparability between pre-offering and post-offering financial periods; and
    vary depending on the timing of the offering, the valuation of our common stock and future equity awards.
    Other (income)/expense—net
    Other (income)/expense—net includes realized and unrealized foreign currency gains and losses, government grant income not associated with customer contracts and other non-operating items.
    These items may fluctuate significantly from period to period due to changes in interest rates and exchange rate movements.
    Tax expense
    Prior to the reorganization in connection with the IPO, we operated primarily through an entity classified as a partnership for U.S. federal income tax purposes and therefore were generally not subject to U.S. federal corporate income taxes. We are also subject to foreign income taxes in jurisdictions in which we operate.
    Our effective tax rate will depend on the geographic mix of earnings, the utilization of net operating losses, valuation allowances on deferred tax assets and the allocation of income to non-controlling interests.
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    Following the IPO, Quantinuum Inc. is treated as a U.S. corporation and will be subject to U.S. federal and applicable state and local income taxes. We operate using an Up-C structure under which Quantinuum Inc. holds interests in Quantinuum Holdings. We entered into a Tax Receivable Agreement with certain pre-IPO owners, under which we will pay a portion of certain tax benefits that we realize as Common Units are exchanged.
    Results of Operations
    Comparison of the Three Months Ended June 30, 2026 and 2025
    The following table sets forth our results of operations for the periods indicated:
    Three Months Ended June 30,Change
    20262025$%
    (Dollars in thousands)
    Revenue—net$7,998 $2,108 $5,890 279 %
    Costs and expenses:
    Cost of revenue10,312 1,205 9,107 756 %
    Amortization expense4,185 2,839 1,346 47 %
    Research and development expenses—net367,292 39,667 327,625 826 %
    Sales and marketing expenses29,328 3,413 25,915 759 %
    General and administrative expenses151,907 6,071 145,836 2,402 %
    Total costs and expenses563,024 53,195 509,829 958 %
    Loss from operations(555,026)(51,087)(503,939)986 %
    Interest income—net(4,719)(999)(3,720)372 %
    Loss on change in fair value of warrant liabilities47,615 6,400 41,215 644 %
    Other (income)/expense—net(1,971)429 (2,400)(559)%
    Loss before taxes(595,951)(56,917)(539,034)947 %
    Tax expense569 — 569 N.M.
    Net loss$(596,520)$(56,917)$(539,603)948 %
    N.M. - Not Meaningful

    Cost of revenue, Research and development expenses—net, Sales and marketing expenses, and General and administrative expenses for the periods include Stock compensation expense as follows:

    Three Months Ended June 30,
    20262025
    Cost of revenue$6,331 $— 
    Research and development expenses—net294,901 — 
    Sales and marketing expenses17,217 — 
    General and administrative expenses129,011 — 
    Total Stock compensation expense$447,460 $— 

    Revenue—net
    Three Months Ended June 30,Change
    20262025$%
    (Dollars in thousands)
    Revenue—net$7,998 $2,108 $5,890 279 %
    Revenue—net increased $5.9 million, or 279% for the three months ended June 30, 2026, primarily driven by an increase in revenue from cloud platform, research and support services.
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    Cost of revenue
    Three Months Ended June 30,Change
    20262025$%
    (Dollars in thousands)
    Cost of revenue$10,312 $1,205 $9,107 756 %
    Cost of revenue increased $9.1 million, or 756% for the three months ended June 30, 2026, primarily due to an increase in stock-based compensation expense of $6.3 million, the majority of which represents a one-time cumulative adjustment related to the IPO. The remainder of the increase was driven by an increase in personnel related costs of $1.1 million, an increase in specific customer related project costs of $0.6 million, and an increase in depreciation related to our quantum computing systems of $0.3 million.
    Amortization expense
    Three Months Ended June 30,Change
    20262025$%
    (Dollars in thousands)
    Amortization expense$4,185 $2,839 $1,346 47 %
    Amortization expense increased $1.3 million, or 47% for the three months ended June 30, 2026, due to additional amortization of licensed technology purchased at the end of 2025.
    Research and development expenses—net
    Three Months Ended June 30,Change
    20262025$%
    (Dollars in thousands)
    Research and development expenses—net$367,292 $39,667 $327,625 826 %
    Research and development expenses—net increased $327.6 million, or 826% for the three months ended June 30, 2026. The increase in research and development expense reflects the execution of our forward-looking technology roadmap and investment to support the development of next generation quantum computing systems. The increase was primarily driven by an increase in stock-based compensation expense of $294.9 million, the majority of which represents a one-time cumulative adjustment related to the IPO. The remainder of the increase was driven by an increase in outsourced research services and collaboration services of $9.3 million and an increase in project materials of $6.0 million.
    Sales and marketing expenses
    Three Months Ended June 30,Change
    20262025$%
    (Dollars in thousands)
    Sales and marketing expenses$29,328 $3,413 $25,915 759 %
    Sales and marketing expenses increased $25.9 million, or 759% for the three months ended June 30, 2026, primarily driven by an increase in stock-based compensation expense of $17.2 million, the majority of which represents a one-time cumulative adjustment related to the IPO. The remainder of the increase was driven by an increase of $6.9 million related to non-recurring professional fees such as marketing and pipeline development services.
    General and administrative expenses
    Three Months Ended June 30,Change
    20262025$%
    (Dollars in thousands)
    General and administrative expenses$151,907 $6,071 $145,836 2,402 %
    General and administrative expenses increased $145.8 million, or 2402% for the three months ended June 30, 2026, primarily driven by an increase in stock-based compensation expense of $129.0 million, the majority of which represents a
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    one-time cumulative adjustment related to our IPO. The remainder of the increase was driven by an increase in personnel related costs for corporate functions of $9.6 million, and an increase in professional fees such as legal, audit and business consulting services of $5.7 million.
    Interest income—net
    Three Months Ended June 30,Change
    20262025$%
    (Dollars in thousands)
    Interest income—net$(4,719)$(999)$(3,720)372 %
    Interest income—net increased $3.7 million, or 372% for the three months ended June 30, 2026, primarily due to an increase in the balance of our invested cash.
    Loss on change in fair value of warrant liabilities
    Three Months Ended June 30,Change
    20262025$%
    (Dollars in thousands)
    Loss on change in fair value of warrant liabilities$47,615 $6,400 $41,215 644 %
    Loss on change in fair value of warrant liabilities increased to $47.6 million for the three months ended June 30, 2026, compared to a loss of $6.4 million for the three months ended June 30, 2025. This resulted in a net change of $41.2 million, or 644% when comparing the two periods. The changes were primarily driven by mark-to-market changes. A discussion of the change in the fair value of the warrant liabilities is included in Note 7 — Fair Value to our Condensed Consolidated Financial Statements.
    Other (income)/expense—net
    Three Months Ended June 30,Change
    20262025$%
    (Dollars in thousands)
    Other (income)/expense—net$(1,971)$429 $(2,400)(559)%
    Other (income)/expense—net increased $2.4 million, or 559% for the three months ended June 30, 2026, shifting from other expense to other income, primarily driven by an increase of $1.9 million due to a non-recurring litigation loss recovery settlement and an increase of $0.6 million due to a reduction of property, plant, and equipment write-offs as compared to the same period in the prior year.
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    Comparison of the Six Months Ended June 30, 2026 and 2025
    The following table sets forth our results of operations for the periods indicated:
    Six Months Ended June 30,Change
    20262025$%
    (Dollars in thousands)
    Revenue—net$13,235 $21,193 $(7,958)(38)%
    Costs and expenses:
    Cost of revenue11,424 2,670 8,754 328 %
    Amortization expense8,370 5,678 2,692 47 %
    Research and development expenses—net421,951 75,440 346,511 459 %
    Sales and marketing expenses43,064 6,802 36,262 533 %
    General and administrative expenses160,603 11,569 149,034 1,288 %
    Total costs and expenses645,412 102,159 543,253 532 %
    Loss from operations(632,177)(80,966)(551,211)681 %
    Interest income—net(9,483)(2,343)(7,140)305 %
    Loss on change in fair value of warrant liabilities111,815 7,800 104,015 1,334 %
    Other (income)/expense—net(2,013)800 (2,813)(352)%
    Loss before taxes(732,496)(87,223)(645,273)740 %
    Tax expense617 183 434 237 %
    Net loss(733,113)(87,406)(645,707)739 %
    Cost of revenue, Research and development expenses—net, Sales and marketing expenses, and General and administrative expenses for the periods include stock-based compensation expense as follows:

    Six Months Ended June 30,
    20262025
    Cost of revenue$6,331 $— 
    Research and development expenses—net294,901 — 
    Sales and marketing expenses17,217 — 
    General and administrative expenses129,011 — 
    Total Stock compensation expense$447,460 $— 

    Revenue—net
    Six Months Ended June 30,Change
    20262025$%
    (Dollars in thousands)
    Revenue—net$13,235 $21,193 $(7,958)(38)%
    Revenue—net decreased $8.0 million, or 38% for the six months ended June 30, 2026, primarily driven by a decrease in revenue from specialized quantum computing hardware related to a sales-type lease transaction of $16.5 million, partially offset by an increase in revenue from cloud platform, research and support services of $8.3 million.
    Cost of revenue
    Six Months Ended June 30,Change
    20262025$%
    (Dollars in thousands)
    Cost of revenue$11,424 $2,670 $8,754 328 %
    Cost of revenue increased $8.8 million, or 328% for the six months ended June 30, 2026, primarily due to an increase in stock-based compensation expense of $6.3 million, the majority of which represents a one-time cumulative adjustment
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    related to the IPO. The remainder of the increase was driven by an increase in personnel related costs of $1.5 million, an increase in specific customer related project costs of $0.6 million, and an increase in depreciation related to our quantum computing systems of $0.5 million.

    Amortization expense
    Six Months Ended June 30,Change
    20262025$%
    (Dollars in thousands)
    Amortization expense8,370 

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    Recent SEC filings

    • 2026-09-08 8-K Material Agreement Entered; Unregistered Equity Sale; Regulation FD Disclosure; Financial Statements and Exhibits
    • 2026-08-13 10-Q Quarterly Report
    • 2026-08-11 8-K Earnings Release; Regulation FD Disclosure; Financial Statements and Exhibits
    • 2026-06-04 S-8 Employee Benefit Plan Registration
    • 2026-06-03 S-1MEF S-1MEF
    • 2026-06-01 S-1/A Registration Statement (Amended)
    • 2026-05-26 S-1/A Registration Statement (Amended)
    • 2026-05-08 S-1 Registration Statement