[Form 4] IonQ, Inc. Insider Trading Activity

Rhea-AI Filing Summary

IonQ director Raymond John W received 3,063 restricted stock units (RSUs) on 09/25/2025 as reported on a Form 4. The RSUs were granted with no cash purchase price and are scheduled to vest in full on the earlier of the company’s 2026 Annual Meeting (or immediately prior if the reporting person’s directorship ends at that meeting) or June 18, 2026, provided the director remains in service through the vesting date. After this award the reporting person beneficially owns 3,063 shares directly. The filing was signed by an attorney-in-fact on 09/29/2025.

Positive

• Time-based RSU grant aligns director incentives with shareholders by requiring continued service through the vesting date
• Clear vesting schedule (earlier of 2026 Annual Meeting or June 18, 2026) reduces ambiguity about when shares convert
• Form 4 filed with attorney-in-fact signature within days of the transaction, indicating timely reporting

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director received time-based RSUs that align compensation with continued board service through mid-2026.

The grant of 3,063 RSUs to a director is a routine, time-vested equity award intended to align the director’s incentives with shareholder interests. The award vests on the earlier of the 2026 Annual Meeting or June 18, 2026, contingent on continued service, which is typical for non-employee directors. The award was granted at no cash cost to the director and increases the director’s direct beneficial ownership by 3,063 shares, a small position relative to a public company but meaningful for director alignment. No derivative transactions or exercises were reported.

Securities Compliance Analyst

TL;DR: Filing discloses a standard Section 16 reportable award with clear vesting conditions and timely filing.

The Form 4 reports acquisition code "A" for 3,063 RSUs with a price of $0, consistent with compensation awards. Vesting conditions are explicitly stated and tied to service through a defined date or corporate event, which reduces ambiguity for compliance purposes. The report identifies the reporting person as a director and shows a single reporting person filing. The form includes an attorney-in-fact signature and the report date, meeting reporting formalities. No material compliance issues are evident from the disclosed information.

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

OMB APPROVAL

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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).

1. Name and Address of Reporting Person^*

Raymond John w

(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)
09/25/2025

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	09/25/2025		A		3,063(1)	A	$0	3,063	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	09/29/2025
	** 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 did Raymond John W acquire according to the IONQ Form 4?

The Form 4 reports acquisition of 3,063 restricted stock units (RSUs) on 09/25/2025.

When do the RSUs vest for the director on the IONQ Form 4?

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

Was there a purchase price for the RSUs in the IONQ filing?

No. The Form 4 shows a price of $0, indicating the units were granted as compensation.

How many shares does the reporting person beneficially own after the transaction?

The filing shows the reporting person beneficially owns 3,063 shares directly following the reported transaction.

Who signed the Form 4 for the reporting person?

The Form 4 was signed by Kevin Caimi, Attorney-in-Fact on 09/29/2025.