D-Wave (QBTS) Form 144: Proposed 144,000-Share Sale on NYSE

Rhea-AI Filing Summary

D-Wave Quantum (QBTS) Form 144: The filing notifies proposed sales of 144,000 common shares on the NYSE, scheduled approximately for 08/13/2025, with an aggregate market value of $2,603,602.21. Those shares represent a small fraction of the 338,605,149 shares outstanding and are listed in two lots: 119,000 shares (aggregate value $2,149,194.12) and 25,000 shares (aggregate value $454,408.09).

The filing also discloses how the shares were acquired: 119,000 shares were issued as grants on 04/01/2020 and 25,000 were an open market purchase on 11/17/2022 paid in cash. Separately, a sale by Steven M West of 311,973 shares on 05/21/2025 generated $5,148,802.39 in gross proceeds. The filer affirms no undisclosed material adverse information.

Positive

• Regulatory compliance: The filing provides detailed Rule 144 disclosure for proposed insider sales, including broker, quantities, and aggregate market values.
• Transaction transparency: Acquisition history is reported (grants on 04/01/2020 and open market purchase on 11/17/2022), and a recent insider sale on 05/21/2025 is disclosed with gross proceeds.

Negative

• Insider selling activity: A recent sale of 311,973 shares on 05/21/2025 produced $5,148,802.39 in gross proceeds, which some investors monitor as insider liquidity.
• Proposed sale size: The planned sale of 144,000 shares (approximate value $2,603,602.21) will increase available float, though it represents a small fraction of outstanding shares.

Insights

Securities Analyst

TL;DR Insider notice for modest proposed sales totaling $2.60M; prior insider sale of $5.15M disclosed.

The filing provides clear, transaction-level disclosure of proposed insider sales under Rule 144: 144,000 shares planned for sale on the NYSE on 08/13/2025, split into 119,000 shares from grants and 25,000 shares purchased in the open market. The filing also records a recent sale by Steven M West of 311,973 shares on 05/21/2025 for $5,148,802.39. Given the stated outstanding share count of 338,605,149, the proposed sale is a de minimis percentage of the float, and the document is primarily a compliance disclosure rather than new operational information.

Corporate Governance Expert

TL;DR Routine insider liquidity disclosure; affirms representation of no undisclosed material information.

The Form 144 lists the nature and timing of acquisitions and the broker for execution, showing transparency in insider disposition. It documents that 119,000 shares stem from an issuer grant dated 04/01/2020 and 25,000 from an open market purchase on 11/17/2022. The filing includes a standard signed representation that the seller is not aware of undisclosed material adverse information. This is a standard governance disclosure supporting regulatory compliance rather than signaling corporate governance change.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
common	Wells Fargo Clearing Services 1 North Jefferson Avenue St. Louis MO 63103	119000	2149194.12	338605149	08/13/2025	NYSE
common	Wells Fargo Clearing Services 1 North Jefferson Avenue St. Louis MO 63103	25000	454408.09	338605149	08/13/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
common	04/01/2020	Grants	Issuer			119000	04/01/2020	N/A
common	11/17/2022	Open Market Purchase	Open Market			25000	11/17/2022	cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Steven M West 2650 East Bayshore Road Palo Alto CA 94303	D-Wave Quantum, Inc.	05/21/2025	311973	5148802.39

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the QBTS Form 144 disclose about proposed share sales?

The Form 144 notifies proposed sales of 144,000 common shares on the NYSE (scheduled ~08/13/2025) with an aggregate market value of $2,603,602.21.

How were the shares being offered for sale by QBTS acquired?

The filings state 119,000 shares were acquired as grants on 04/01/2020 and 25,000 shares were an open market purchase on 11/17/2022 paid in cash.

Who executed recent insider sales disclosed in the filing?

The filing lists a sale by Steven M West of 311,973 shares on 05/21/2025 for gross proceeds of $5,148,802.39.

What broker is named to execute the proposed sales for QBTS?

The broker named is Wells Fargo Clearing Services at the address reported in the filing for the listed lots.

How many QBTS shares are outstanding according to the filing?

The filing reports 338,605,149 shares outstanding.