Xanadu Quantum's Weedbrook reports 41.9M-share stake

The reported position combines Class B shares, convertible Class A shares and restricted share units scheduled to vest within 60 days.

Rhea-AI Filing Summary

Xanadu Quantum Technologies Ltd. is the issuer in Christian Weedbrook’s amended beneficial-ownership report. Weedbrook, the reporting person, reports 41,869,890 shares beneficially owned: 18,593 Class B Subordinate Voting Shares, 41,832,704 Class A Multiple Voting Shares convertible one-for-one into Class B, and 18,593 Class B shares issuable upon settlement of restricted share units scheduled to vest within 60 days. The reported Class B ownership percentage is 20.2%, calculated using 165,929,216 Class B shares outstanding as of September 22, 2026, adjusted for conversion of his Class A shares and RSUs issuable upon vesting within 60 days. The disclosure also states that his holdings represented 20.2% of Class A shares and 13.7% of combined Class A and Class B shares as of that date.

On September 22, 2026, Weedbrook reported five open-market sales: 431,922 shares at a weighted average price of $5.58 per share; 115,268 at $6.31; 11,151 at $7.25; 4,032,859 at $9.84; and 8,800 at $12.90.

Key Figures

Beneficial ownership: 41,869,890 shares Class B ownership percentage: 20.2% Combined Class A and Class B ownership: 13.7% +5 more

8 metrics

Beneficial ownership 41,869,890 shares Reported by Christian Weedbrook

Class B ownership percentage 20.2% Calculated using the stated adjusted basis

Combined Class A and Class B ownership 13.7% As of September 22, 2026

Open-market sale 431,922 shares at $5.58 per share Weighted average price on September 22, 2026

Open-market sale 115,268 shares at $6.31 per share Weighted average price on September 22, 2026

Open-market sale 11,151 shares at $7.25 per share Weighted average price on September 22, 2026

Open-market sale 4,032,859 shares at $9.84 per share Weighted average price on September 22, 2026

Open-market sale 8,800 shares at $12.90 per share Weighted average price on September 22, 2026

Key Terms

restricted share units, Class A Multiple Voting Shares, beneficially owned

3 terms

restricted share units financial

"restricted share units scheduled to vest within 60 days"

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

Class A Multiple Voting Shares technical

"convertible on a one-for-one basis into an equal number of Class B"

Class A multiple voting shares are a type of stock that carries several votes per share, giving holders disproportionately more control over corporate decisions than holders of regular shares. Think of them as having extra voting tickets at a meeting: a small group can steer board appointments and strategy. For investors, this matters because voting power affects governance, takeover likelihood and can influence share value, liquidity and minority shareholder protections.

beneficially owned financial

"aggregate number of Class B Subordinate Voting Shares and percentages"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many XNDU shares did Christian Weedbrook sell?

On September 22, 2026, Weedbrook reported five open-market sales: 431,922 shares at a weighted average price of $5.58; 115,268 at $6.31; 11,151 at $7.25; 4,032,859 at $9.84; and 8,800 at $12.90.

How many XNDU shares does Christian Weedbrook beneficially own?

Weedbrook reported 41,869,890 shares beneficially owned, comprising 18,593 Class B shares, 41,832,704 Class A shares convertible one-for-one into Class B, and 18,593 Class B shares issuable upon settlement of restricted share units scheduled to vest within 60 days.

Were any XNDU sale prices converted from CAD to USD?

The prices for the sales of 4,032,859 shares at $9.84 and 8,800 shares at $12.90 were converted from CAD to USD using the Bank of Canada daily exchange rate of 1.4064.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/24/2026 - 06:17 PM Accepted by SEC EDGAR 09/24/2026 - 06:16 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Xanadu Quantum Technologies Ltd.

(Name of Issuer)

Class B Subordinate Voting Shares, without par value

(Title of Class of Securities)

98390R102

(CUSIP Number)

Christian Weedbrook
777 Bay Street, Suite 2400,
Toronto, A6, M5G 2C8
(416) 304-9629

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

09/22/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 98390R102

1

Name of reporting person

Christian Weedbrook

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CANADA (FEDERAL LEVEL)

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 41,869,890.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 41,869,890.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

41,869,890.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

20.2 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class B Subordinate Voting Shares, without par value
(b)	Name of Issuer: Xanadu Quantum Technologies Ltd.
(c)	Address of Issuer's Principal Executive Offices: 777 Bay Street, Suite 2400, Toronto, ONTARIO, CANADA , M5G 2C8.
Item 1 Comment: This Amendment No. 1 (this "Amendment No. 1" or this "Schedule 13D/A") amends and supplements the statement on Schedule 13D originally filed with the Securities and Exchange Commission (the "SEC") on April 2, 2026 (the "Statement") by the Reporting Persons. Unless otherwise defined herein, capitalized terms used in this Amendment No. 1 shall have the meanings ascribed to them in the Statement. Unless amended or supplemented below, the information in the Statement remains unchanged.
Item 5.	Interest in Securities of the Issuer
(a)	Rows 11 and 13 of the Reporting Person's cover page to this Schedule 13D/A set forth the aggregate number of Class B Subordinate Voting Shares and percentages of the Class B Subordinate Voting Shares beneficially owned by the Reporting Person and are incorporated by reference. The Reporting Person's ownership of the Issuer's securities consists of (i)18,593 Class B Subordinate Voting Shares; (ii) 41,832,704 Class A Multiple Voting Shares; and (iii) 18,593 Class B Subordinate Voting Shares issuable upon the settlement of restricted share units scheduled to vest within 60 days hereof. The Class A Multiple Voting Shares are convertible on a one-for-one basis into an equal number of Class B Subordinate Voting Shares. The percentage set forth in row 13 is based upon 165,929,216 Class B Subordinate Voting Shares outstanding as of September 22, 2026, as reported by the Issuer to the Reporting Person, adjusted in accordance with rules of the SEC, to give effect to the full conversion of Class A Multiple Voting Shares beneficially owned by the Reporting Person (but not the conversion of any other outstanding Class A Multiple Voting Shares) and to restricted share units, to the extent issuable upon vesting within 60 days hereof. The shares beneficially owned by the Reporting Person represent 20.2% of the Class A Multiple Voting Shares and 13.7% of the total combined Class A Multiple Voting and Class B Subordinate Voting Shares, in each case, outstanding as of September 22, 2026.
(b)	Rows 7 through 10 of the Reporting Person's cover page to this Schedule 13D/A set forth the number of Class B Subordinate Voting Shares as to which the Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition and are incorporated by reference.
(c)	Except as set forth below, the Reporting Person has not effected any transactions with respect to the securities of the Issuer during the past sixty days. Weighted Low High Transaction No. of Average Price Price Transaction Date Shares Price ($) ($) ($) Open Market Sale 09/22/2026 431,922 5.58 5.01 6.00 (1) Open Market Sale 09/22/2026 115,268 6.31 6.01 6.85 (1) Open Market Sale 09/22/2026 11,151 7.25 7.25 7.27 (1) Open Market Sale 09/22/2026 4,032,859 9.84 9.84 9.84 (1) (2) Open Market Sale 09/22/2026 8,800 12.90 12.81 13.01 (1) (2) (1) The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth above. (2) The prices of these transactions have been converted from CAD to USD utilizing the Bank of Canada daily exchange rate of 1.4064.
(d)	No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of, the securities beneficially owned by the Reporting Person.
(e)	Not applicable.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Christian Weedbrook

Signature:	/s/ Christian Weedbrook
Name/Title:	Christian Weedbrook
Date:	09/24/2026