QBTS Form 4: EVP Diane Nguyen exercises options, reports >600k shares owned
Rhea-AI Filing Summary
D-Wave Quantum insider transactions by EVP & Chief Legal Officer Diane Nguyen on 08/13/2025. The filing shows multiple option exercises and open-market sales. Ms. Nguyen exercised stock options at strike prices of $0.91, $0.92 and $2.10 for aggregate grants including 27,668; 9,118; 2,224; and 40,831 option shares, with the $2.10 option covering 40,831 shares of which 43,750 option shares remain related to outstanding awards. The report discloses sales of common stock in several tranches at weighted-average prices between about $18.11 and $18.54. The reporting person held 614,978 shares following some transactions, including 294,212 unvested restricted stock units, and shares were withheld to satisfy tax obligations in connection with RSU vesting.
Positive
- Substantial retained ownership: Reporting person retains 614,978 shares after transactions, including 294,212 unvested RSUs, indicating ongoing alignment with shareholders.
- Transparent reporting of prices and mechanics: Weighted-average sale prices and explanation of tax withholding for RSU vesting are disclosed.
Negative
- Significant share sales: The filing shows open-market sales totaling multiple tranches (e.g., 25,634; 39,010; 4,626 shares) at prices in the $18.11–$18.54 range, reducing liquid ownership.
- Lack of per-trade detail in-file: Weighted-average prices used for multi-trade sales; specific per-trade quantities and prices are not included but are stated to be available on request.
Insights
TL;DR: Insider exercised multiple options and sold shares at ~$18.1–$18.54; holdings remain concentrated, including significant unvested RSUs.
The transactions are typical executive liquidity events: multiple option exercises at low strike prices ($0.91–$2.10) were executed and portions of resulting shares were sold in the open market at weighted-average prices reported between approximately $18.11 and $18.54. The reporting person still beneficially owns over 600,000 shares, of which ~294,212 are unvested RSUs, indicating continued equity exposure. These moves generate cash for the insider while leaving substantial retained equity.
TL;DR: Multiple simultaneous exercises and sales by a senior officer are routine but warrant disclosure clarity on volumes and timing.
The Form 4 discloses option vesting and immediate monetization through market sales plus share withholding for taxes on RSU vesting. The filing includes weighted-average sale prices and notes that per-price breakdowns can be provided on request, which is appropriate. Continued ownership above 600,000 shares suggests alignment with shareholder interests, while the sales provide transparency into the officer's liquidity actions.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Stock Option (right to buy) | 27,668 | $0.91 | $25K |
| Exercise | Stock Option (right to buy) | 9,118 | $0.91 | $8K |
| Exercise | Stock Option (right to buy) | 2,224 | $0.92 | $2K |
| Exercise | Stock Option (right to buy) | 40,831 | $2.10 | $86K |
| Tax Withholding | Common Stock, par value $0.0001 per share ("Common Stock") | 2,459 | $18.51 | $46K |
| Sale | Common Stock, par value $0.0001 per share ("Common Stock") | 25,634 | $18.113 | $464K |
| Exercise | Common Stock, par value $0.0001 per share ("Common Stock") | 27,668 | $0.91 | $25K |
| Exercise | Common Stock, par value $0.0001 per share ("Common Stock") | 9,118 | $0.91 | $8K |
| Exercise | Common Stock, par value $0.0001 per share ("Common Stock") | 2,224 | $0.92 | $2K |
| Sale | Common Stock, par value $0.0001 per share ("Common Stock") | 39,010 | $18.181 | $709K |
| Exercise | Common Stock, par value $0.0001 per share ("Common Stock") | 40,831 | $2.10 | $86K |
| Sale | Common Stock, par value $0.0001 per share ("Common Stock") | 4,626 | $18.54 | $86K |
Footnotes (1)
- Represents shares of Common Stock withheld by the Issuer to satisfy tax withholding requirements in connection with the vesting of restricted stock units. Includes 294,212 shares of unvested restricted stock units. The sales price reported is the weighted average sale price for the number of shares sold. These shares were sold in multiple transactions at prices ranging from $18.11 to $18.13, inclusive. Full information regarding the number of shares sold at each separate price will be supplied upon request by Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer. The sales price reported is the weighted average sale price for the number of shares sold. These shares were sold in multiple transactions at prices ranging from $18.18 to $18.185, inclusive. Full information regarding the number of shares sold at each separate price will be supplied upon request by Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer. Represents shares of Common Stock sold by the Reporting Person in connection with the exercise of 40,831 stock options. The sales price reported is the weighted average sale price for the number of shares sold. These shares were sold in multiple transactions at prices ranging from $18.475 to $18.540, inclusive. Full information regarding the number of shares sold at each separate price will be supplied upon request by Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer. The option has vested and is exercisable as of the date hereof. This option has vested and is exercisable as of the date hereof as to 40,831 shares of Common Stock and the remaining portion of the option vests in monthly installments of 2,083 or 2,084 shares of Common Stock on the 1st of each month through May 1, 2027.
