[Form 4] IonQ, Inc. Insider Trading Activity

Rhea-AI Filing Summary

IonQ insider sale related to tax withholding on vested RSUs. Chief Revenue Officer Rima Alameddine sold 19,976 shares of IonQ common stock on 09/11/2025 as a "sell-to-cover" to satisfy statutory tax withholding following RSU vesting. The weighted average price reported for the shares sold was $44.4016, with individual sale prices ranging from $43.41 to $45.505. After the transactions, the reporting person beneficially owned 532,616 shares, reported as direct ownership. The filing was signed by an attorney-in-fact on 09/12/2025. Explanatory footnotes state the sale was mandated by the issuer's equity plan and not a discretionary sale by the reporting person.

Positive

• Sale was a mandated "sell-to-cover" tied to RSU vesting, indicating it was not a discretionary insider sale
• Filing includes explanatory footnotes and price range, enhancing transparency
• Timely reporting (transaction 09/11/2025; Form signed 09/12/2025)

Negative

• Reporting persons direct holdings decreased by 19,976 shares due to the sale
• Weighted average sale price $44.4016, with executions as low as $43.41 which realized cash at that range

Insights

Securities Analyst

Routine, non-discretionary sell-to-cover reduces insider holdings but is not an active trading decision.

The Form 4 shows a tax-withholding sale tied to RSU vesting, not a voluntary monetization. The sale of 19,976 shares at a weighted average of $44.4016 reduced direct beneficial ownership to 532,616 shares. For investors, this is a common administrative action and carries limited informational content about issuer fundamentals or insider sentiment.

Corporate Governance Expert

Disclosure is timely and includes required explanatory detail, supporting transparency.

The filer included footnotes clarifying the sell-to-cover nature and provided a price range for multiple execution prices. The filing identifies the reporting persons role as Chief Revenue Officer and confirms direct ownership post-transaction. This meets standard Section 16 disclosure practices and does not indicate a governance concern based on the information provided.

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).

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^*

Alameddine Rima

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025

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	09/11/2025		S(1)		19,976	D	$44.4016(2)	532,616	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 the number of shares required to be sold to cover the statutory tax withholding obligations in connection with the vesting of restricted stock units. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of statutory tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary sale by the Reporting Person.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.41 to $45.505, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

	/s/ Kevin Caimi, Attorney-in-Fact	09/12/2025
	** 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 IonQ (IONQ) insider Rima Alameddine sell on 09/11/2025?

19,976 shares of IonQ common stock were sold on 09/11/2025 as reported on the Form 4.

Why were the shares sold according to the Form 4 for IONQ?

The sale was a "sell-to-cover" transaction required to satisfy statutory tax withholding obligations related to the vesting of restricted stock units.

At what price were the IONQ shares sold in the Form 4 filing?

Weighted average price $44.4016; individual sale prices ranged from $43.41 to $45.505 as disclosed in the footnote.

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

532,616 shares of common stock beneficially owned following the reported transaction.

Who filed the Form 4 for the IONQ transaction and when was it signed?

Signed by Kevin Caimi, Attorney-in-Fact on 09/12/2025, per the filing.