[Form 4] IonQ, Inc. Insider Trading Activity

Rhea-AI Filing Summary

IonQ director Jim Frankola received a grant of 4,413 restricted stock units (RSUs) on 08/26/2025. The RSUs were reported on a Form 4 and are scheduled to vest in full on the earlier of the company’s 2026 Annual Meeting (or immediately prior if his board service ends) or June 18, 2026, but only if he remains a board member through the vesting date. The grant was reported as a zero-price award, consistent with typical director compensation in the form of equity awards. The Form 4 was executed by an attorney-in-fact on 08/28/2025.

Insights

Financial Analyst

TL;DR: Small, routine director equity grant; minimal near-term financial impact on IonQ.

The 4,413 RSU award to a director represents standard equity-based compensation intended to align director interests with shareholders. The award vests within about ten months subject to continued service, which creates retention incentive but limited dilution given the modest share count. There are no cash implications disclosed and no derivative transactions reported. For investors, this filing signals routine governance practices rather than material corporate action.

Corporate Governance Expert

TL;DR: Governance-normal RSU issuance to a director with time-based vesting; administrative disclosure only.

The Form 4 discloses a time-based RSU grant with explicit vesting tied to board service and the 2026 Annual Meeting or June 18, 2026. This structure is commonly used to retain non-employee directors and align incentives. The reporting of the grant, execution by attorney-in-fact, and clear vesting conditions reflect compliance with Section 16 reporting obligations. No departures, policy changes, or unusual clauses are present in the filing.

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^*

FRANKOLA JIM

(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 transaction did IonQ director Jim Frankola report on Form 4 (IONQ)?

The Form 4 reports a grant of 4,413 restricted stock units (RSUs) to Jim Frankola with an effective transaction date of 08/26/2025.

When do the RSUs granted to Jim Frankola 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 in the Form 4?

No purchase price was reported; the Form 4 shows the RSUs were granted at a $0 price, consistent with typical equity awards.

Who filed or signed the Form 4 for Jim Frankola?

The Form 4 was executed by /s/ Kevin Caimi, Attorney-in-Fact on 08/28/2025.