Form 4: D-Wave CEO Exercises Options, Sells Shares

D-Wave Quantum Inc. President and CEO Alan Baratz exercised stock options and sold a significant number of common shares under a pre-arranged trading plan.

Summary

• Alan E. Baratz, President & CEO and Director of D-Wave Quantum Inc. (QBTS), executed a transaction on December 22, 2025.
• The transaction involved the exercise of 793,712 stock options at an exercise price of $0.91 per share.
• Concurrently, Mr. Baratz sold 793,712 shares of Common Stock at a weighted average sale price of $30.1282 per share.
• The sales prices ranged from $30.00 to $30.55 per share.
• Both the option exercise and the subsequent sale were conducted pursuant to a Rule 10b5-1 trading plan adopted on August 11, 2025.
• Following these transactions, Mr. Baratz beneficially owns 2,633,163 shares of Common Stock, which includes 735,087 shares of unvested restricted stock units.
• He also holds 474,395 derivative securities (stock options) from the exercised grant and 213,232 fully vested stock options with an exercise price of $0.846 and an expiration date of January 10, 2034.

Sentiment

Score: 6

Explanation: The transaction is a routine insider sale under a pre-arranged Rule 10b5-1 plan, indicating the CEO is realizing value from vested options. While insider selling can sometimes be viewed negatively, the pre-planned nature mitigates concerns about opportunistic timing, making the sentiment neutral to slightly positive for the insider's personal financial planning.

Positives

• The CEO realized significant value from vested stock options, with a sale price of $30.1282 per share against an exercise price of $0.91 per share.
• The transaction was executed under a pre-arranged Rule 10b5-1 trading plan, which demonstrates adherence to corporate governance best practices and mitigates concerns about opportunistic insider trading.

Negatives

• Insider selling, even under a 10b5-1 plan, can sometimes be perceived negatively by the market, potentially leading to short-term downward pressure on the stock price.

Future Outlook

na

Management Comments

• 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 11, 2025.

Industry Context

na

Corporate Governance

Related Party Transactions

• Alan E. Baratz, President & CEO and Director, exercised 793,712 stock options and sold 793,712 shares of D-Wave Quantum Inc. common stock on December 22, 2025, under a Rule 10b5-1 trading plan.

Stakeholder Impact

• Shareholders may observe the CEO's decision to monetize a portion of his equity holdings, which could be interpreted in various ways, from a routine financial planning event to a signal about future prospects.
• Employees might view the CEO's realization of significant gains from stock options as a positive indicator of the company's long-term value creation, particularly given the substantial difference between the exercise and sale prices.

Key Dates

Recommendation

The transaction represents a routine exercise of vested stock options and subsequent sale of shares by the CEO under a pre-arranged Rule 10b5-1 trading plan. While it indicates the CEO is realizing value, it does not fundamentally alter the company's operational or financial outlook. Investors should monitor future filings and company performance for more substantive investment signals, as a single insider transaction, even by the CEO, is typically not a standalone reason to change a fundamental investment recommendation.

Keywords

D-Wave Quantum, QBTS, Alan Baratz, Insider Trading, Form 4, Stock Option Exercise, Share Sale, 10b5-1 Plan, CEO Transaction, Quantum Computing