D-Wave (QBTS) Director Disposes 8,000 Shares; Weighted Avg $17.929

Q: At what price were the QBTS shares sold by the director?

The weighted-average sale price was $17.929 , with individual trades ranging from $17.30 to $18.55.

Q: How many QBTS shares does the reporting person own after the transaction?

36,295 shares beneficially owned following the reported sale, which includes 14,260 unvested restricted stock units.

Q: When was the 10b5-1 plan adopted for these transactions?

The trading plan was adopted on 06/15/2025 , per the Form 4 explanation.

Q: Who signed the Form 4 filing for John D. DiLullo?

The Form 4 was signed by Diane Nguyen as Attorney-in-Fact on 09/17/2025.

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

D-Wave Quantum Inc. (QBTS) director John D. DiLullo reported the automatic sale of 8,000 shares of common stock on 09/15/2025 under a Rule 10b5-1 trading plan. The disclosed weighted-average sales price was $17.929, with individual trades ranging from $17.30 to $18.55. After the sale, the reporting person beneficially owned 36,295 shares, which the filing notes includes 14,260 unvested restricted stock units. The Form 4 was signed by Diane Nguyen as attorney-in-fact on 09/17/2025 and indicates the transaction was executed pursuant to a pre-established trading plan adopted on 06/15/2025.

Positive

Transaction executed under a Rule 10b5-1 plan, indicating a pre-established, compliant trading arrangement
Clear disclosure of weighted-average price and price range ($17.929 weighted average; $17.30 to $18.55 range)
Filing signed by attorney-in-fact, showing documented authorization and timely reporting

Negative

Director's beneficial ownership declined by 8,000 shares following the sale
Remaining holding includes 14,260 unvested restricted stock units, limiting current vested ownership disclosure

Insights

TL;DR: Director sale of 8,000 shares under a 10b5-1 plan is a routine insider liquidity event with limited immediate financial impact.

The transaction was executed under a Rule 10b5-1 trading plan, reducing beneficial holdings to 36,295 shares including 14,260 unvested RSUs. The sales were in multiple tranches at prices between $17.30 and $18.55, with a weighted-average price of $17.929. From a capital-markets perspective, such plan-driven sales typically reflect personal liquidity rather than new information about company fundamentals. The filing provides clear disclosure of the plan and the range of prices, which supports market transparency.

TL;DR: The filing demonstrates procedural compliance with insider trading rules but reduces the director's immediate stake.

The reported sale was automatic under a documented 10b5-1 plan adopted 06/15/2025, and the Form 4 was timely executed by an attorney-in-fact. These facts show adherence to governance and disclosure norms. Materially, the director's beneficial ownership decreased by 8,000 shares; the filing discloses remaining holdings and unvested RSUs, enabling investors to assess continuing alignment with shareholder interests.

Insider Trade Summary

Net Seller: 8,000 shares ($143,432)

Net Sell 1 txn

Insider DiLullo John D

Role Director

Sold 8,000 shs ($143K)

Type	Security	Shares	Price	Value
Sale	Common Stock, par value $0.0001 per share ("Common Stock")	8,000	$17.929	$143K

Holdings After Transaction: Common Stock, par value $0.0001 per share ("Common Stock") — 36,295 shares (Direct)

Footnotes (1)

The reported sale of 8,000 shares occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 15, 2025. 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 $17.30 to $18.55, 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. Includes 14,260 shares of unvested restricted stock units.

Form 4 Insider Transactions: What Each Field Means →

09/17/2025 - 04:34 PM

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
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^*

DiLullo John D

(Last)

(First)

(Middle)

C/O D-WAVE QUANTUM INC.

2650 E BAYSHORE RD

(Street)

PALO ALTO

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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.0001 per share ("Common Stock")	09/15/2025		S		8,000⁽¹⁾	D	$17.929⁽²⁾	36,295⁽³⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The reported sale of 8,000 shares occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 15, 2025.

2. 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 $17.30 to $18.55, 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.

3. Includes 14,260 shares of unvested restricted stock units.

Remarks:

	/s/Diane Nguyen, Attorney-in-Fact for John D. DiLullo	09/17/2025
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did John D. DiLullo report on Form 4 for QBTS?

He reported the sale of 8,000 shares of D-Wave common stock on 09/15/2025 executed under a Rule 10b5-1 plan.

At what price were the QBTS shares sold by the director?

The weighted-average sale price was $17.929, with individual trades ranging from $17.30 to $18.55.

How many QBTS shares does the reporting person own after the transaction?

36,295 shares beneficially owned following the reported sale, which includes 14,260 unvested restricted stock units.

When was the 10b5-1 plan adopted for these transactions?

The trading plan was adopted on 06/15/2025, per the Form 4 explanation.

Who signed the Form 4 filing for John D. DiLullo?

The Form 4 was signed by Diane Nguyen as Attorney-in-Fact on 09/17/2025.