[Form 4] IonQ, Inc. Insider Trading Activity

Rhea-AI Filing Summary

IonQ director William J. Teuber Jr. was granted 4,413 restricted stock units (RSUs) on 08/26/2025 as compensation. The RSUs carry a $0 grant price and will vest in full on the earlier of the 2026 Annual Meeting (or immediately prior if his board service ends) or June 18, 2026, provided he continues to serve on the board through the vesting date. The Form 4 reports the transaction as a direct beneficial ownership change and is filed for one reporting person.

Insights

Corporate Governance Expert

TL;DR: Routine director equity grant aligns interests with shareholders; vesting tied to continued board service.

The reported award of 4,413 RSUs to a sitting director is a standard governance practice to link compensation with long-term shareholder value. Vesting is time- and service-based, expiring at the 2026 Annual Meeting or June 18, 2026, which encourages retention through the next annual cycle. There is no exercise price since these are RSUs, and the grant size appears modest relative to typical executive awards for public companies of material scale.

Securities/Compensation Analyst

TL;DR: Non-cash RSU grant increases director's direct ownership by 4,413 shares; impact on capitalization is immaterial.

From a compensation accounting perspective, the $0 grant price confirms these are settlement units rather than options. The award will convert to common shares upon vesting, increasing the reporting person’s direct share count to 4,413. Given the share count disclosed and absence of derivative instruments or large-scale issuance, this disclosure is routine and unlikely to materially affect the company’s share count or investor valuation metrics.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

TEUBER WILLIAM J JR

(Last) (First) (Middle)

C/O IONQ, INC.

4505 CAMPUS DRIVE

(Street)

COLLEGE PARK MD 20740

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
IonQ, Inc. [ IONQ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/26/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/26/2025		A		4,413(1)	A	$0	4,413	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents a restricted stock unit ("RSU") award. The RSUs will vest in full on the earlier of (i) the date of the 2026 Annual Meeting (or the date immediately prior to the 2026 Annual Meeting if the Reporting Person's service as a director ends at such Annual Meeting), or (ii) June 18, 2026, subject in all cases to the Reporting Person's continued service as a member of the Board of Directors through such vesting date.

	/s/ Kevin Caimi, Attorney-in-Fact	08/28/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What RSU award did IonQ director William J. Teuber Jr. receive (IONQ)?

The director received 4,413 restricted stock units (RSUs) on 08/26/2025, reported as a direct beneficial ownership change.

When do the RSUs granted to William J. Teuber Jr. vest?

The RSUs vest in full on the earlier of the 2026 Annual Meeting (or immediately prior if his board service ends) or June 18, 2026, subject to continued board service.

Was there a purchase price for the RSUs reported on the Form 4 for IONQ?

No. The Form 4 shows a $0 grant price, indicating these are restricted stock units rather than purchased shares or options.

Did the Form 4 indicate indirect ownership or any derivative transactions for IONQ?

No. The Form 4 reports the RSUs as direct (D) beneficial ownership and contains no derivative securities entries.

How material is this Form 4 disclosure for IONQ investors?

This is a routine director compensation disclosure increasing the reporting person’s direct ownership to 4,413 shares; the filing itself is not indicated as materially impactful on capitalization.