A CMOS single-photon avalanche diode (SPAD)-based quarter video graphics array image sensor with 8- $\mu \text{m}$ pixel pitch and 26.8% fill factor (FF) is presented. The combination of analog pixel electronics and scalable shared-well SPAD devices facilitates high-resolution, high-FF SPAD imaging arrays exhibiting photon shot-noise-limited statistics. The SPAD has 47 counts/s dark count rate at 1.5 V excess bias (EB), 39.5% photon detection probability (PDP) at 480 nm, and a minimum of 1.1 ns dead time at 1 V EB. Analog single-photon counting imaging is demonstrated with maximum 14.2-mV/SPAD event sensitivity and 0.06e− minimum equivalent read noise. Binary quanta image sensor (QIS) 16-kframes/s real-time oversampling is shown, verifying single-photon QIS theory with $4.6\times $ overexposure latitude and 0.168e− read noise.