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D-Wave Quantum (QBTS) CLO reports 3,191-share tax withholding on RSU vesting

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

D-Wave Quantum Inc. executive Diane Nguyen, EVP, Chief Legal Officer & General Counsel, reported a routine tax-related share disposition. On June 15, 2026, 3,191 shares of Common Stock were withheld by the company at $23.37 per share to satisfy tax withholding requirements tied to the vesting of restricted stock units (RSUs). After this withholding, Nguyen directly holds 513,958 shares of Common Stock. Her position also includes 198,684 unvested RSUs, which may convert into additional shares as they vest over time.

Positive

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Negative

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Insider Nguyen Diane
Role EVP, Chief Legal Officer & GC
Type Security Shares Price Value
Tax Withholding Common Stock, par value $0.0001 per share ("Common Stock") 3,191 $23.37 $75K
Holdings After Transaction: Common Stock, par value $0.0001 per share ("Common Stock") — 513,958 shares (Direct, null)
Footnotes (1)
  1. Represents shares of Common Stock withheld by the Issuer to satisfy tax withholding requirements in connection with the vesting of restricted stock units ("RSUs"). Includes 198,684 unvested RSUs.
Shares withheld for taxes 3,191 shares Withheld on June 15, 2026 to satisfy RSU tax
Tax withholding price $23.37 per share Value used for withheld Common Stock
Shares held after transaction 513,958 shares Direct Common Stock ownership after withholding
Unvested RSUs 198,684 RSUs Unvested restricted stock units referenced in footnote
restricted stock units ("RSUs") financial
"in connection with the vesting of restricted stock units ("RSUs")."
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
tax withholding requirements financial
"withheld by the Issuer to satisfy tax withholding requirements in connection with the vesting"
Common Stock, par value $0.0001 per share financial
"Common Stock, par value $0.0001 per share ("Common Stock")"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
Estimated average burden
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 CALIFORNIA 94303
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
D-Wave Quantum Inc. [ QBTS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Chief Legal Officer & GC
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock, par value $0.0001 per share ("Common Stock")06/15/2026F3,191(1)D$23.37513,958(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 ("RSUs").
2. Includes 198,684 unvested RSUs.
Remarks:
/s/ Diane Nguyen06/16/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did D-Wave Quantum (QBTS) report for Diane Nguyen?

D-Wave Quantum reported that executive Diane Nguyen had 3,191 shares of Common Stock withheld to cover taxes on vested RSUs. This Form 4 event reflects a tax-withholding disposition, not an open-market purchase or sale of shares.

Was the D-Wave Quantum (QBTS) Form 4 transaction a market sale of shares?

No, the Form 4 shows a tax-withholding disposition, not a market sale. Shares were withheld by the issuer to satisfy tax obligations from restricted stock units vesting, rather than being sold on the open market for cash proceeds.

How many D-Wave Quantum (QBTS) shares does Diane Nguyen hold after this filing?

After the reported tax-withholding disposition, Diane Nguyen directly holds 513,958 shares of D-Wave Quantum Common Stock. This figure reflects her post-transaction ownership position as disclosed in the Form 4 insider filing.

What price per share was used for the D-Wave Quantum (QBTS) tax-withholding shares?

The shares withheld for tax purposes were valued at $23.37 per share. This price is used in the Form 4 to calculate the value of the 3,191 shares retained by the issuer to satisfy Nguyen’s tax obligations on vested RSUs.

How many unvested RSUs does Diane Nguyen have at D-Wave Quantum (QBTS)?

The filing states that Diane Nguyen’s holdings include 198,684 unvested restricted stock units. These RSUs represent potential future shares of D-Wave Quantum Common Stock that will be delivered to her as they vest over time.