Ionq Inc SEC Filings

IonQ, Inc. filed a prospectus supplement covering the resale by certain selling stockholders of an aggregate of 12,377,433 shares of its common stock, par value $0.0001 per share. The prospectus supplement relates to the company’s automatic shelf registration statement on Form S-3ASR filed on February 26, 2025. IonQ also filed a legal opinion from Wilson Sonsini Goodrich & Rosati as Exhibit 5.1, along with the related consent and cover page interactive data file.

IonQ, Inc. prospectus supplement (Form 424B7) describes registration of shares by selling stockholders and methods for secondary sales, including over-the-counter, privately negotiated or exchange transactions, and refers readers to the Plan of Distribution on page S-13 for details. The document states that directors and officers are not subject to lock-up agreements and therefore, subject to securities laws, may sell shares at any time after September 5, 2025. It incorporates prior SEC filings by reference, including a Form 10-Q for the quarter ended June 30, 2025 filed on August 6, 2025, a 10-K filed February 26, 2025, and an 8-A filed November 10, 2020. The supplement references the company’s QCaaS offering and lists the corporate website https://ionq.com (website content not part of the prospectus).

IonQ, Inc. reported that its Board of Directors appointed Jim Frankola and William J. Teuber, Jr. as new independent directors effective August 26, 2025. Mr. Frankola will serve as a Class III director with a term expiring at the 2027 annual meeting, while Mr. Teuber will serve as a Class I director with a term expiring at the 2028 annual meeting.

The Board determined that both are independent under New York Stock Exchange rules and are qualified financial experts based on their prior experience as chief financial officers. As non-employee directors, they are eligible for an annual cash retainer of $147,500, paid quarterly, and an initial RSU award based on a pro-rated portion of a $220,000 annual RSU grant. Each entered into IonQ’s standard indemnification agreement, providing protection to the fullest extent permitted under Delaware law.

Insider transactions by Director Inder M. Singh at IonQ (IONQ)

On 08/13/2025 Inder M. Singh executed multiple option-related transactions and a sale. He acquired 33,570 shares at $12.93, 2,050 shares at $5.72, and 14,860 shares at $13.53 through option-related actions. On the same date he sold 50,480 shares at a weighted-average price of $43.023. After these transactions the report shows the Reporting Person beneficially owned 5,513 shares. The filing notes all option shares were fully vested and exercisable as of the transaction date and that the sale price range was $42.97 to $43.16.

IonQ reported executive compensation changes affecting its Chief Executive Officer, Niccolo de Masi. The filing states Mr. de Masi was granted 485,319 RSUs effective August 13, 2025, which vest quarterly over three years, and his annual base salary was increased to $700,000. The filing also references performance share units (PSUs) in relation to the structure held by other senior employees and internal pay equity, noting strong performance and strategy initiatives as context for the awards.

IonQ director and CEO received a restricted stock unit award totaling 485,319 shares that vests over three years with quarterly vesting on March 10, June 10, September 10 and December 10, contingent on continued service. Following this grant the reporting person beneficially owns 1,197,306 shares. The award is reported as acquired at a $0 price because it is an RSU grant rather than a purchase. The filing documents the grant date and vesting schedule but does not include performance-based conditions; vesting is tied to continued service through each vesting date.

IonQ insider grant: The filing shows Paul Dacier, Chief Legal Officer and Corporate Secretary of IonQ (IONQ), received a restricted stock unit award for 109,197 shares on 08/13/2025 at a reported price of $0. After the award, the reporting person beneficially owns 118,629 shares. The RSUs vest over three years with 1/12th of the total award vesting quarterly on March 10, June 10, September 10 and December 10, subject to continued service through each vesting date. The form is a routine Section 16 disclosure of an equity award to an officer and contains no other transactions or derivatives.

IonQ Form 144 summary: This notice reports that 85,510 shares of IonQ common stock, acquired on 08/14/2025 upon vesting of equity awards, are proposed for sale through E-TRADE on or about 08/15/2025. The filing shows the company has 296,841,308 shares outstanding and places an aggregate market value on the planned sale of $3,523,868. The filer also disclosed multiple recent sales by the same person during June 2025 totaling several million shares with gross proceeds of approximately $228,225,951.06 across four transactions. The filer attests there is no undisclosed material adverse information.

IonQ, Inc. (IONQ) disclosure shows an insider, Inder Singh, proposes to sell 50,480 common shares through Morgan Stanley Smith Barney with an aggregate market value of $2,171,801.04. The shares were acquired by exercise of options under a registered plan (components: 2,050; 33,570; 14,860), and the proposed sale represents about 0.017% of the 296,837,796 shares outstanding. The filing lists prior sales in the past three months totaling 80,481 shares for gross proceeds of $3,117,335.44 (sales on 06/12/2025 and 08/01/2025). The notice includes the required representation that the seller is not aware of undisclosed material adverse information and references Rule 144 procedures.