D-Wave Quantum (QBTS) CFO sells 246K shares and covers taxes

Filing Impact

(Very High)

Filing Sentiment

(Very Negative)

Form Type

Rhea-AI Filing Summary

D-Wave Quantum Inc.'s Chief Financial Officer, John M. Markovich, reported net open-market sales of 246,043 shares of Common Stock and a separate tax-related share disposition. On June 12, 2026 and June 15, 2026, he sold shares at prices including $24.01, $25.68, and $25.75 per share.

An additional 10,584 shares were withheld by the company to cover tax obligations tied to restricted stock unit vesting, which is an administrative tax-withholding event rather than a market sale. The filing notes that his holdings include 420,872 unvested restricted stock units.

Insider Trade Summary

Net Seller: 246,043 shares ($6,248,492)

Net Sell 4 txns

Insider Markovich John M.

Role Chief Financial Officer

Sold 246,043 shs ($6.25M)

Type	Security	Shares	Price	Value
Sale	Common Stock, par value $0.0001 per share ("Common Stock")	100,000	$25.75	$2.58M
Sale	Common Stock, par value $0.0001 per share ("Common Stock")	100,000	$25.68	$2.57M
Tax Withholding	Common Stock, par value $0.0001 per share ("Common Stock")	10,584	$23.37	$247K
Sale	Common Stock, par value $0.0001 per share ("Common Stock")	46,043	$24.01	$1.11M

Holdings After Transaction: Common Stock, par value $0.0001 per share ("Common Stock") — 1,242,820 shares (Direct, null)

Footnotes (1)

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 $24.00 to $24.10, 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 420,872 unvested restricted stock units. Represents shares of Common Stock withheld by the Issuer to satisfy tax withholding requirements in connection with the vesting of restricted stock units.

Key Figures

Shares sold: 246,043 shares Tax-withholding shares: 10,584 shares Sale price example: $25.68 per share +2 more

5 metrics

Shares sold 246,043 shares Total open-market sales reported across Form 4 transactions

Tax-withholding shares 10,584 shares Shares withheld to satisfy RSU-related tax obligations

Sale price example $25.68 per share One of the reported open-market sale prices on June 15, 2026

Highest reported sale price $25.75 per share Open-market sale of 100,000 shares on June 15, 2026

Unvested RSUs 420,872 units Unvested restricted stock units included in reported holdings

Key Terms

restricted stock units, weighted average sale price, tax withholding requirements, open-market sale

4 terms

restricted stock units financial

"Includes 420,872 unvested restricted stock units."

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.

weighted average sale price financial

"The sales price reported is the weighted average sale price for the number of shares of Common Stock sold."

tax withholding requirements financial

"Represents shares of Common Stock withheld by the Issuer to satisfy tax withholding requirements in connection with the vesting of restricted stock units."

open-market sale financial

"Sale in open market or private transaction"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

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Form 4 Insider Transactions: What Each Field Means →

06/16/2026 - 05:15 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^*

Markovich John M.

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/12/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
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")	06/12/2026		S		46,043	D	$24.01⁽¹⁾	1,342,820⁽²⁾	D
Common Stock, par value $0.0001 per share ("Common Stock")	06/15/2026		S		100,000	D	$25.75	1,242,820⁽²⁾	D
Common Stock, par value $0.0001 per share ("Common Stock")	06/15/2026		S		100,000	D	$25.68	1,142,820⁽²⁾	D
Common Stock, par value $0.0001 per share ("Common Stock")	06/15/2026		F		10,584⁽³⁾	D	$23.37	1,132,236⁽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)
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 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 $24.00 to $24.10, 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.

2. Includes 420,872 unvested restricted stock units.

3. Represents shares of Common Stock withheld by the Issuer to satisfy tax withholding requirements in connection with the vesting of restricted stock units.

Remarks:

	/s/ John M. Markovich	06/16/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

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

D-Wave Quantum’s CFO, John M. Markovich, reported selling 246,043 shares of Common Stock in open-market transactions. He also had 10,584 shares withheld by the company to satisfy tax obligations related to restricted stock unit vesting, a non-market, administrative disposition.

At what prices did the D-Wave Quantum (QBTS) CFO sell his shares?

The CFO’s reported sales occurred at prices such as $24.01, $25.68, and $25.75 per share. One sale used a weighted average price for shares sold between $24.00 and $24.10, with full price breakdowns available upon request.

How many D-Wave Quantum (QBTS) shares were sold versus used for taxes?

According to the Form 4, 246,043 shares of Common Stock were sold in open-market transactions, while 10,584 shares were withheld by the issuer. The withheld shares satisfied tax withholding requirements from restricted stock unit vesting and were not open-market sales.

What does the tax-withholding transaction mean for D-Wave Quantum (QBTS) CFO?

The tax-withholding entry reflects 10,584 shares withheld by D-Wave Quantum to cover tax liabilities from restricted stock unit vesting. This F-code disposition is a standard administrative mechanism and does not represent the CFO choosing to sell shares in the open market.

How many unvested restricted stock units does the D-Wave Quantum (QBTS) CFO hold?

A footnote states that the reported position includes 420,872 unvested restricted stock units. These RSUs represent additional potential future share deliveries to the CFO, contingent on vesting conditions, and are separate from the Common Stock already owned or sold.

Were D-Wave Quantum (QBTS) CFO sales executed as a weighted average price?

One transaction used a weighted average sale price, with shares sold between $24.00 and $24.10 per share. The company states full details of the number of shares sold at each specific price are available to regulators, the issuer, or shareholders on request.