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D-Wave Quantum (QBTS) exec’s RSU vesting triggers tax share withholding

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(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

D-Wave Quantum Inc. (QBTS) reported an insider equity transaction by executive officer Sophie C. Ames, Executive Vice President & CHRO. On August 17, 2026, 23,850 shares of common stock were withheld to satisfy tax withholding requirements in connection with the vesting of restricted stock units. This code F transaction reflects a tax-related disposition rather than an open-market sale. After this withholding, Ames directly held 565,159 shares of common stock, including 536,144 unvested RSUs.

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Insider AMES SOPHIE C
Role Exec. Vice President & CHRO
Type Security Shares Price Value
Tax Withholding Common Stock, par value $0.0001 per share ("Common Stock") F1, F2 23,850 $21.17 $505K
Holdings After Transaction: Common Stock, par value $0.0001 per share ("Common Stock") — 565,159 shares (Direct)
Footnotes (2)
  1. F1. 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. F2. Includes 536,144 unvested RSUs.
Shares withheld for tax 23,850 shares Common stock withheld on August 17, 2026 for tax withholding on RSU vesting
Withholding reference price $21.17 per share Price per share used for the tax-withholding disposition on 23,850 shares
Shares held after transaction 565,159 shares Total direct common stock holdings of Sophie C. Ames following the transaction
Unvested RSUs included 536,144 RSUs Unvested restricted stock units included within post-transaction holdings
restricted stock units financial
"in connection with the vesting of restricted stock units ("RSUs")"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax withholding requirements financial
"withheld by the Issuer to satisfy tax withholding requirements in connection"
code F financial
"This code F transaction reflects a tax-related disposition rather"

FAQ

What insider transaction did QBTS report for Sophie C. Ames on August 17, 2026?
QBTS reported that executive Sophie C. Ames had 23,850 shares of common stock withheld on August 17, 2026 to cover tax withholding requirements related to vesting restricted stock units, rather than selling shares on the open market.

Was the August 17, 2026 QBTS insider transaction an open-market sale?
No. The August 17, 2026 QBTS transaction for Sophie C. Ames was a code F tax-withholding disposition, where shares were withheld by the issuer to satisfy tax liabilities from vesting RSUs, not a voluntary market sale.

How many QBTS shares were withheld for taxes from Sophie C. Ames’s RSU vesting?
A total of 23,850 QBTS shares were withheld by D-Wave Quantum Inc. to satisfy tax withholding requirements triggered by the vesting of restricted stock units awarded to executive Sophie C. Ames.

What is Sophie C. Ames’s QBTS shareholding after the August 17, 2026 transaction?
Following the August 17, 2026 transaction, Sophie C. Ames directly held 565,159 QBTS shares, which the company states includes 536,144 unvested restricted stock units (RSUs) that remain subject to vesting conditions.

What does code F mean in the QBTS Form 4 for Sophie C. Ames?
In the QBTS Form 4, code F indicates a disposition used for payment of tax liability by delivering or withholding securities. For Sophie C. Ames, this meant issuer-withheld shares upon RSU vesting, rather than a sale into the market.

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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*
AMES SOPHIE C
(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)
Exec. Vice President & CHRO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/17/2026		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")08/17/2026F23,850(1)D$21.17565,159(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 536,144 unvested RSUs.
Remarks:
/s/ Sophie C. Ames08/18/2026
** 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