Ionq Inc SEC Filings

IonQ, Inc. (IONQ) reported an insider equity grant. The company’s CFO & COO received 274,947 restricted stock units (RSUs) on 11/10/2025 at a stated price of $0. The RSUs vest in full on September 10, 2027, subject to continued service. Following this award, the officer beneficially owns 440,754 shares, reported as direct ownership.

IonQ, Inc. filed a prospectus supplement covering the resale of 2,108,993 shares of its common stock. The resale is by a selling stockholder under the company’s automatic shelf registration (Form S-3ASR, File No. 333-285279).

The filing was made pursuant to a Registration Rights Agreement with The University of Chicago, entered into on November 7, 2025 and effective as of November 10, 2025. IonQ also filed a legal opinion from Paul, Weiss, Rifkind, Wharton & Garrison LLP as an exhibit.

This is an administrative step to register shares for potential resale by the holder; it does not, by itself, change IonQ’s operations or disclose new financial results.

IonQ, Inc. reported strong top-line growth but a large GAAP loss for the quarter ended September 30, 2025. Quarterly revenue reached $39.9 million, up from $12.4 million a year ago, while operating costs rose with scale, leading to a loss from operations of $168.8 million. A significant non-cash loss on change in fair value of warrant liabilities of $881.8 million drove the quarterly net loss to $1.06 billion.

Liquidity improved markedly: cash and cash equivalents were $346.0 million, with additional short-term investments of $736.3 million and long-term investments of $402.6 million. Financing inflows included $1.36 billion of proceeds from common stock and warrant issuance year-to-date. The balance sheet reflects recent acquisitions, with goodwill at $1.87 billion and intangible assets at $655.9 million. Shares issued and outstanding were 325.3 million as of September 30, 2025.

IonQ, Inc. furnished a press release announcing its financial results for the third quarter ended September 30, 2025. The press release is provided as Exhibit 99.1 and, along with the related disclosure, is designated as furnished under Item 2.02.

The company notes this information shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or incorporated by reference into other filings except as specifically referenced. The 8-K also lists IonQ’s securities registered on the NYSE, including common stock under IONQ and warrants each exercisable for one share at $11.50 under IONQ WS.

IonQ, Inc. filed a prospectus supplement covering the resale by certain selling stockholders of an aggregate of 6,649,263 shares of its common stock, par value $0.0001 per share. The supplement is tied to the company’s automatic shelf registration statement on Form S-3ASR (File No. 333-285279).

The filing also includes a legal opinion from Paul, Weiss, Rifkind, Wharton & Garrison LLP as Exhibit 5.1, with the related consent included as Exhibit 23.1. This action provides registered resale capacity for existing holders under the shelf framework.

IonQ, Inc. filed a prospectus supplement covering the resale by certain selling stockholders of 25,275,276 shares of common stock. The supplement relates to the company’s automatic shelf registration statement on Form S-3ASR filed on February 26, 2025 (File No. 333-285279).

The company also filed a legal opinion from Paul, Weiss, Rifkind, Wharton & Garrison LLP as Exhibit 5.1, which is incorporated by reference into the registration statement.

IonQ, Inc. entered into an underwriting agreement with J.P. Morgan Securities to offer and sell 16,500,000 shares of common stock and 5,005,400 pre-funded warrants, together with 43,010,800 Series B Warrants. Each share was offered with two Series B Warrants at a combined public price of $93.00; each pre-funded warrant was also paired with two Series B Warrants at the same combined price.

The warrants are exercisable immediately for seven years. Pre-funded warrants carry a $0.0001 exercise price; Series B Warrants have a $155.00 exercise price and customary anti-dilution adjustments. Exercises are limited by a beneficial ownership cap of 4.99%, which holders may increase up to 9.99% under the agreements. In a Fundamental Transaction, Series B holders may request cash equal to the Black Scholes Value, payable upon consummation. The closing is expected on October 14, 2025.

IonQ, Inc. is offering units consisting of common stock or pre-funded warrants each paired with two Series B warrants, with aggregate gross proceeds shown at approximately $2,000,001,699.46 for the primary tranche and an additional $20,000,022.00 attributable to pre-funded components and underwriting items. The offering includes 16,500,000 shares, 43,010,800 Series B Warrants exercisable at $155.00 per share, and 5,005,400 Pre-funded Warrants exercisable at $0.0001 per share, together enabling up to 48,016,200 shares upon exercise.

The company intends to use net proceeds for working capital, general corporate purposes and possibly strategic acquisitions or partnerships. Underwriting discounts total $20,000,022.00 with a per-share/pre-funded warrant fee of $0.93. Lock-up agreements run for 60 days with specified exceptions. The prospectus discusses warrant anti-dilution adjustments, treatment in a Fundamental Transaction, and detailed U.S. and non-U.S. tax considerations for holders.

IonQ is offering a package of common stock, Pre-funded Warrants and Series B Warrants packaged as units at a purchase price of $93.00 per unit. The offering includes 16,500,000 shares of common stock, 43,010,800 Series B Warrants, and 5,005,400 Pre-funded Warrants, with a total of 48,016,200 shares issuable upon exercise of the Warrants. Each Series B Warrant is exercisable for one share at an exercise price of $155.00; each Pre-funded Warrant is exercisable for one share at an exercise price of $0.0001 and may be exercised on or prior to seven years after issuance.

The prospectus shows underwriting discounts of $0.93 per share/Pre-funded Warrant and discloses intended uses of proceeds for working capital, corporate purposes and possible strategic acquisitions or partnerships. Certain insiders are subject to a 60-day lock-up with customary exceptions. Tax treatment, potential adjustments on corporate events, and anti-dilution/Fundamental Transaction provisions for the Warrants are described.