[Form 4] D-Wave Quantum Inc. Insider Trading Activity

Rhea-AI Filing Summary

D-Wave Quantum director Steven M. West reported multiple transfers of Common Stock to entities he controls and to the West-Karam Family Trust. The filing shows transfers on 07/12/2024, 08/22/2024 and 08/05/2025 described as transfers for no consideration. After the reported transactions, the filing states Mr. West held both direct and indirect beneficial ownership positions through the West-Karam Family Trust and Emerging Company Partners LLC, and he remains trustee and beneficiary of the trust. The Form 4/A reflects updated beneficial ownership totals, including specific share counts and unvested RSUs.

Positive

• Form discloses that transfers were to the West-Karam Family Trust and an entity controlled by the reporting person, preserving transparency about beneficial ownership.
• The reporting person remains trustee and beneficiary of the West-Karam Family Trust, and the filing clarifies continued beneficial ownership positions including unvested RSUs.

Negative

• The filing reflects previously unreported transfers, requiring an amendment to correct prior Section 16 reporting.
• Large share movements are recorded (e.g., 104,696, 24,659, 108,485 shares) which change direct/indirect ownership breakdowns and may warrant investor attention to disclosure timeliness.

Insights

Financial Analyst

TL;DR: Insider moved sizable share blocks into family trust and affiliated entity; ownership totals updated but no sale proceeds reported.

The transactions are recorded as transfers for no consideration, not open-market sales or purchases, so they do not directly change market float via disposals to third parties. Reported dates are 07/12/2024, 08/22/2024 and 08/05/2025 with share movements of 104,696, 24,659 and 108,485 respectively. The filing aggregates direct and indirect holdings and discloses unvested RSUs. From a financial perspective, these are ownership reassignments rather than liquidity events, and the Form 4/A corrects prior reporting to reflect current beneficial ownership.

Corporate Governance Expert

TL;DR: Transfers into family trust and controlled entity indicate estate or governance structuring; reporting was amended to disclose prior transfers.

The filing documents that Mr. West is trustee of the West-Karam Family Trust and controls Emerging Company Partners LLC, and it clarifies that transfers were for no consideration while he and immediate family remain beneficiaries. The amendment notes previously unreported transfers, which is a governance and compliance disclosure issue corrected by this Form 4/A. The materiality to investors is limited absent third-party dispositions, but the amendment addresses Section 16 reporting obligations.

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^*

WEST STEVEN M

(Last) (First) (Middle)

3033 BETA AVENUE

(Street)

BURNABY A1 V5G4M9

(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)
07/12/2024

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")	07/12/2024		G(1)		104,696	D	$0	131,626(2)(3)	D
Common Stock, par value $0.0001 per share ("Common Stock")	07/12/2024		G(1)		104,696	A	$0	104,696(2)(3)	I	See Footnote(4)
Common Stock, par value $0.0001 per share ("Common Stock")	08/22/2024		G(1)		24,659	D	$0	0(3)(5)	I	See Footnote(6)
Common Stock, par value $0.0001 per share ("Common Stock")	08/22/2024		G(1)		24,659	A	$0	129,355(3)(5)	I	See Footnote(4)
Common Stock, par value $0.0001 per share ("Common Stock")	08/05/2025		G(1)		108,485	D	$0	44,837(3)(7)	D
Common Stock, par value $0.0001 per share ("Common Stock")	08/05/2025		G(1)		108,485	A	$0	237,840(3)(7)	I	See Footnote(4)

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. Transfer of shares of Common Stock for no consideration.

2. Following the reported transaction, the reporting person was (i) the direct beneficial owner of 131,626 shares of Common Stock, including 106,626 unvested restricted stock units ("RSUs"); (ii) the indirect beneficial owner of 104,696 shares of Common Stock through the West-Karam Family Trust; and (iii) the indirect beneficial owner of 24,659 shares of Common Stock through Emerging Company Partners LLC.

3. The reporting person's beneficial ownership of Common Stock as of the date of this filing is reflected in the Form 4/A filed on August 20, 2025.

4. West-Karam Family Trust is the record holder of such securities. The reporting person is trustee of the West-Karam Family Trust, of which the reporting person and members of the reporting person's immediate family are the sole beneficiaries. The reporting person remains the beneficial owner of the securities held by the trust.

5. Following the reported transaction, the reporting person was (i) the direct beneficial owner of 131,626 shares of Common Stock, including 106,626 unvested RSUs; (ii) the indirect beneficial owner of 129,355 shares of Common Stock through the West-Karam Family Trust; and (iii) the indirect beneficial owner of 0 shares of Common Stock through Emerging Company Partners LLC.

6. Emerging Company Partners LLC is the record holder of such securities. The reporting person controls this entity.

7. Following the reported transaction, the reporting person was (i) the direct beneficial owner of 44,837 shares of Common Stock, including 19,837 unvested RSUs; and (ii) the indirect beneficial owner of 237,840 shares of Common Stock through the West-Karam Family Trust.

Remarks:

This Form 4 reflects previously unreported transfers to the West-Karam Family Trust, for no consideration, of shares of Common Stock of which the reporting person was, on the specified date of transfer, the direct beneficial owner or indirect beneficial owner through Emerging Company Partners LLC, an entity controlled by the reporting person. On the date of each such transfer and continuing through the date hereof, the reporting person was trustee of the West-Karam Family Trust and the reporting person and members of the reporting person's immediate family were the sole beneficiaries of the trust.

	/s/ Steven West	08/20/2025
	** 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 transfers did Steven M. West report on Form 4 for QBTS?

The filing reports transfers for no consideration on 07/12/2024, 08/22/2024 and 08/05/2025 involving 104,696, 24,659 and 108,485 shares respectively.

Did Steven West sell shares for cash according to the filing?

No. Each reported transaction is described as a transfer for no consideration, not a sale for cash.

What entities received the transferred shares?

Shares were transferred to the West-Karam Family Trust and to Emerging Company Partners LLC, an entity controlled by Mr. West.

Does Mr. West still control the transferred shares?

Yes. The filing states Mr. West is trustee of the West-Karam Family Trust, remains a beneficiary, and controls Emerging Company Partners LLC, and continues to be a direct and indirect beneficial owner.

Why was this Form 4 amended?

The remarks state the Form 4/A reflects previously unreported transfers and updates the reporting person's beneficial ownership totals.