D-Wave Quantum (QBTS) EVP Diane Nguyen awarded 28,068 RSUs in Form 4

Rhea-AI Filing Summary

Nguyen Diane reported acquisition or exercise transactions in this Form 4 filing.

D-Wave Quantum Inc. executive Diane Nguyen, EVP, Chief Legal Officer & General Counsel, reported an equity award of 28,068 shares of Common Stock in the form of restricted stock units. The award was granted at a price of $0.0000 per share as part of her compensation.

The 28,068 RSUs each represent the right to receive one share of Common Stock and will vest in equal quarterly installments beginning on May 19, 2026 through February 19, 2030, conditioned on her continued service with the company. Following this grant, Nguyen directly holds 566,206 shares, which include 229,739 shares of 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

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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)
	EVP, Chief Legal Officer & GC

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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")	02/19/2026		A		28,068(1)	A	$0	566,206(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 28,068 restricted stock units ("RSUs"), each RSU representing the right to receive one share of Common Stock of the Issuer. The RSUs will vest in equal quarterly installments beginning on May 19, 2026 through February 19, 2030, subject to the reporting person's continued service to the Issuer.

2. Includes 229,739 shares of unvested RSUs.

Remarks:

	/s/ Diane Nguyen	02/24/2026
	** 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

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

D-Wave Quantum reported that executive Diane Nguyen received 28,068 restricted stock units of Common Stock as an equity award. These RSUs were granted at $0.0000 per share and increase her total direct holdings to 566,206 shares, including previously awarded unvested RSUs.

How many D-Wave Quantum (QBTS) shares did Diane Nguyen acquire in this Form 4 filing?

Diane Nguyen acquired 28,068 restricted stock units, each representing one share of D-Wave Quantum Common Stock. This equity award is reflected as an acquisition under transaction code A and brings her direct holdings to 566,206 shares after the reported grant.

When do Diane Nguyen’s new RSUs in D-Wave Quantum (QBTS) vest?

The 28,068 restricted stock units awarded to Diane Nguyen vest in equal quarterly installments starting May 19, 2026. Vesting continues through February 19, 2030, and is contingent on her continued service with D-Wave Quantum as an executive officer.

What portion of Diane Nguyen’s D-Wave Quantum (QBTS) holdings are unvested RSUs?

Diane Nguyen’s reported 566,206 direct shares include 229,739 shares underlying unvested restricted stock units. These unvested RSUs represent stock awards that will be delivered over time as vesting conditions, primarily continued service, are satisfied according to their respective schedules.

What does transaction code A mean in the D-Wave Quantum (QBTS) Form 4 for Diane Nguyen?

Transaction code A on Diane Nguyen’s Form 4 indicates a grant, award, or other acquisition of securities, not an open-market purchase. In this case, she received 28,068 restricted stock units as part of her compensation package, with no cash price per share reported.

Is Diane Nguyen’s D-Wave Quantum (QBTS) Form 4 transaction a market purchase or a stock award?

The Form 4 reflects a stock award, not a market purchase. Diane Nguyen received 28,068 restricted stock units at $0.0000 per share as a compensatory grant, which will vest quarterly over nearly four years subject to her continued employment with the company.