[Form 4] D-Wave Quantum Inc. Insider Trading Activity

Rhea-AI Filing Summary

D-Wave Quantum (QBTS) General Counsel Diane Nguyen reported a Form 4 filing on June 28, 2025, disclosing a tax-related share withholding transaction that occurred on June 20, 2025. The transaction involved:

• 2,501 shares of common stock were withheld at $15.71 per share to satisfy tax obligations related to vesting restricted stock units (RSUs)
• Following the transaction, Nguyen directly owns 592,029 shares, including 294,699 unvested RSUs

This routine transaction was executed under tax withholding provisions for vesting equity compensation and does not represent a discretionary sale by the insider. The filing indicates Nguyen maintains a significant equity position in the company, with approximately half of the holdings in unvested RSUs.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Nguyen Diane

(Last) (First) (Middle)

2650 EAST BAYSHORE ROAD

(Street)

PALO ALTO CA 94303

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
D-Wave Quantum Inc. [ QBTS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.0001 per share ("Common Stock")	06/20/2025		F(1)		2,501	D	$15.71	592,029(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares of Common Stock withheld by the Issuer to satisfy tax withholding requirements in connection with the vesting of restricted stock units.

2. Includes 294,699 shares of unvested restricted stock units.

Remarks:

	/s/ Diane Nguyen	06/23/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many QBTS shares were sold by General Counsel Diane Nguyen on June 20, 2025?

Diane Nguyen had 2,501 shares of QBTS common stock withheld by the company at $15.71 per share to satisfy tax withholding requirements related to the vesting of restricted stock units. This was not a direct sale but rather a tax-related withholding.

What is Diane Nguyen's total QBTS stock ownership after the June 2025 transaction?

Following the transaction, Diane Nguyen beneficially owns 592,029 shares of QBTS common stock directly, which includes 294,699 shares of unvested restricted stock units.

What position does Diane Nguyen hold at QBTS?

Diane Nguyen serves as the General Counsel of D-Wave Quantum Inc. (QBTS), as indicated in the Form 4 filing.

What was the price per share for QBTS stock in the June 20, 2025 transaction?

The shares were withheld at a price of $15.71 per share of QBTS common stock for tax withholding purposes.

How many unvested restricted stock units (RSUs) does the QBTS General Counsel hold?

According to the Form 4 filing, Diane Nguyen holds 294,699 unvested restricted stock units of QBTS.