D-Wave Quantum (QBTS) CFO option exercise and 100K share sale

Rhea-AI Filing Summary

D-Wave Quantum Inc.'s Chief Financial Officer, John M. Markovich, reported an option exercise and share sale. On 12/22/2025, he exercised 100,000 stock options for Common Stock at an exercise price of $0.92 per share and acquired the same number of shares. That same day, he sold 100,000 shares of Common Stock at a weighted average price of $30.0262 per share in multiple trades between $30.00 and $30.12.

After these transactions, Markovich beneficially owned 1,471,312 shares of Common Stock, which includes 518,417 unvested restricted stock units. He also held 207,926 fully vested options with a $0.92 exercise price expiring on 08/20/2031 and 120,826 fully vested options with a $0.846 exercise price expiring on 01/10/2034. The option exercise and sale were carried out under a Rule 10b5-1 trading plan adopted on August 21, 2025.

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).

X

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^*

Markovich John M.

(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)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/22/2025

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")	12/22/2025		M		100,000(1)	A	$0.92	1,571,312(2)	D
Common Stock, par value $0.0001 per share ("Common Stock")	12/22/2025		S		100,000(1)	D	$30.0262(3)	1,471,312(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
Stock Option (right to buy)	$0.92	12/22/2025		M			100,000(1)	(4)	08/20/2031	Common Stock, par value $0.0001 per share ("Common Stock")	100,000	$0.92	207,926	D
Stock Option (right to buy)	$0.846							(5)	01/10/2034	Common Stock, par value $0.0001 per share ("Common Stock")	120,826		120,826	D

Explanation of Responses:

1. The option exercise and sale of Common Stock reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 21, 2025.

2. Includes 518,417 shares of unvested restricted stock units.

3. The sales price reported is the weighted average sale price for the number of shares of Common Stock sold. These shares were sold in multiple transactions at prices ranging from $30.00 to $30.12, 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.

4. This option has fully vested and, prior to the reported option exercise transaction, was exercisable as to 307,926 shares of Common Stock.

5. This option has fully vested and is exercisable as of the date hereof as to all 120,826 shares of Common Stock.

Remarks:

	/s/ John M. Markovich	12/23/2025
	** 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

What insider transaction did D-Wave Quantum (QBTS) report for its CFO?

The CFO, John M. Markovich, exercised 100,000 stock options at $0.92 per share and sold 100,000 shares of Common Stock on 12/22/2025.

What prices were received for the D-Wave Quantum (QBTS) shares sold by the CFO?

The 100,000 shares of Common Stock were sold at a weighted average price of $30.0262 per share, in multiple transactions between $30.00 and $30.12.

How many D-Wave Quantum (QBTS) shares does the CFO own after the reported transactions?

Following the transactions, the CFO beneficially owned 1,471,312 shares of Common Stock, including 518,417 unvested restricted stock units.

Were the D-Wave Quantum (QBTS) CFO’s trades made under a Rule 10b5-1 plan?

Yes. The option exercise and share sale were effected under a Rule 10b5-1 trading plan adopted by the CFO on August 21, 2025.

What stock options in D-Wave Quantum (QBTS) does the CFO still hold?

He holds 207,926 fully vested options with a $0.92 exercise price expiring on 08/20/2031 and 120,826 fully vested options with a $0.846 exercise price expiring on 01/10/2034.

What is the role of the reporting person in D-Wave Quantum (QBTS)?

The reporting person, John M. Markovich, is an officer of D-Wave Quantum Inc., serving as Chief Financial Officer.