0001907982FALSE00019079822025-11-032025-11-030001907982us-gaap:CommonStockMember2025-11-032025-11-030001907982us-gaap:WarrantMember2025-11-032025-11-03
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________________________________________________
FORM 8-K
_____________________________________________________________
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): November 3, 2025
_____________________________________________________________
D-Wave Quantum Inc.
(Exact Name of Registrant as Specified in Its Charter)
_____________________________________________________________
| | | | | | | | |
| Delaware | 001-41468 | 88-1068854 |
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
2650 East Bayshore Road
Palo Alto, California
94303
(Address of principal executive offices)
(604) 630-1428
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
_____________________________________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| | | | | |
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | | | | | | | |
| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common stock, par value $0.0001 per share | | QBTS | | New York Stock Exchange |
| Warrants, each whole warrant exercisable for 1.4541326 shares of common stock at an exercise price of $11.50 | | QBTS.WT | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
| | | | | | | | |
| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | | o |
Item 7.01 Regulation FD Disclosure.
On November 3, 2025, D-Wave Quantum Inc. (“D-Wave”) and Davidson Technologies, Inc. (“Davidson”) announced that D-Wave’s Advantage2TM quantum computer is now operational at Davidson’s headquarters in Huntsville, Alabama. The system is expected to address mission-critical U.S. government problems, particularly in national defense, and will eventually run sensitive applications.
This launch marks a major milestone in a multi-year agreement and technology collaboration between D-Wave and Davidson to accelerate quantum computing adoption and deployment among U.S. government agencies. D-Wave and Davidson are already exploring quantum use cases in areas such as radar detection, resource deployment, military logistics optimization, materials science, AI and national security. According to D-Wave’s CEO, Dr. Alan Baratz, D-Wave believes this is a significant step forward in accelerating the U.S. government’s use of quantum computing now and, together with Davidson, D-Wave can help the U.S. government apply quantum computing today to drive mission-critical decision-making, fuel operational efficiencies, and protect national interests.
Available for customer use now via D-Wave’s LeapTM real-time quantum cloud service, the system housed at Davidson’s headquarters is D-Wave’s second U.S.-based annealing quantum computer and the first in Alabama. Leading industry voices and Alabama lawmakers affirmed their support for this pivotal moment, highlighting the state’s expanding leadership in advanced technology and its growing role in driving innovation within national defense. A copy of the press release is attached as Exhibit 99.1.
The information in this Item 7.01 to this Current Report on Form 8-K, including Exhibit 99.1, is intended to be furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| | | | | | | | |
| Exhibit No. | | Description |
99.1 | | Press release, dated November 3, 2025. |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | | | | | |
Date: November 3, 2025 | D-Wave Quantum Inc. |
| | |
| By: | /s/ Alan Baratz |
| Name: | Alan Baratz |
| Title: | President & Chief Executive Officer |
