[144] D-Wave Quantum Inc. SEC Filing

Rhea-AI Filing Summary

D-Wave Quantum Inc. (QBTS) Form 144 filing reports a proposed sale of 50,000 shares of common stock through J.P. Morgan Securities LLC, with an aggregate market value of $815,000 and an approximate sale date of 09/11/2025. The filer indicates the 50,000 shares were acquired by stock option exercise on 09/11/2025 from the issuer and paid in cash on 09/12/2025. The filing lists the company’s outstanding shares as 266,568,046, and shows prior sales by the same person totaling 150,000 shares in the past three months: 100,000 shares on 08/12/2025 for $1,800,000 and 50,000 shares on 09/10/2025 for $815,000. The notice includes the standard signature representation that the signer is unaware of undisclosed material adverse information.

Positive

• Compliance with Rule 144 is documented by filing the notice of proposed sale through a registered broker
• Prior sales disclosed, providing transparency about recent insider transactions: 100,000 shares on 08/12/2025 and 50,000 shares on 09/10/2025

Negative

• Limited disclosure of filer relationship to the issuer is provided, so stakeholders cannot assess the filer’s insider status from this form
• Concentrated insider selling of 150,000 shares in the past month could signal sustained liquidity needs, although materiality is not established in the filing

Insights

Securities Analyst

TL;DR: Insider sale is modest versus outstanding shares, indicating limited immediate dilution but notable recent insider liquidity.

The filer intends to sell 50,000 shares with an aggregate value of $815,000 through a broker on 09/11/2025. The issuer's outstanding share count of 266,568,046 makes this proposed sale a small fraction of total shares outstanding. However, the filer completed 150,000 shares of sales in the prior month, suggesting ongoing insider liquidity. This Form 144 documents compliance with Rule 144 sale notice requirements; it does not provide context on the filer’s intent beyond the mechanics of acquisition and sale or any nonpublic information.

Corporate Governance Expert

TL;DR: Filing shows routine disclosure of an insider exercising options and selling shares; no governance red flags disclosed.

The filing states the 50,000 shares were acquired by option exercise from the issuer and paid in cash, and that prior sales by the same person occurred on 08/12/2025 and 09/10/2025. The signature representation affirms no undisclosed material adverse information. The document lacks details on the filer’s role or relationship to the issuer and does not reference any trading plans or 10b5-1 adoption dates, so no conclusions about planned trading strategies can be drawn from this notice alone.

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 Stock	J.P. Morgan Securities LLC 390 Madison Avenue Floor 6 New York NY 10017	50000	815000	266568046	09/11/2025	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	09/11/2025	Stock Option Exercise	D-Wave Quantum Inc. (Issuer)			50000	09/12/2025	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
John Markovich C/O D-Wave Quantum Inc. 2650 Bayshore Road Palo Alto CA 94303	Common	08/12/2025	100000	1800000
John Markovich C/O D-Wave Quantum Inc. 2650 Bayshore Road Palo Alto CA 94303	Common	09/10/2025	50000	815000

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 Form 144 filed for QBTS report?

The Form 144 reports a proposed sale of 50,000 shares of D-Wave Quantum Inc. common stock with an aggregate market value of $815,000, to be sold through J.P. Morgan Securities LLC around 09/11/2025.

How were the 50,000 shares acquired according to the filing?

The filing states the 50,000 shares were acquired by a stock option exercise on 09/11/2025 from D-Wave Quantum Inc. and paid in cash on 09/12/2025.

Has the filer sold other QBTS shares recently?

Yes. The filer sold 100,000 shares on 08/12/2025 for $1,800,000 and 50,000 shares on 09/10/2025 for $815,000.

How large is the proposed sale relative to outstanding shares?

The company’s outstanding shares are listed as 266,568,046, making the proposed 50,000-share sale a small fraction of total outstanding shares.

Does the Form 144 state any undisclosed material information about D-Wave?

The signer represents by signing the notice that they do not know any material adverse information about the issuer that has not been publicly disclosed.