Form 4: D-Wave Director Transfers Shares to Family Trust

Sentiment:

Insider Ownership Change


D-Wave Quantum Inc. Director Steven M. West reported transfers of common stock to a family trust for no consideration, maintaining beneficial ownership.

Delay expectedThe Form 4 reflects transfers of shares to the West-Karam Family Trust that were previously unreported on their respective transaction dates.

Summary

  • Steven M. West, a Director of D-Wave Quantum Inc. (QBTS), reported multiple transfers of Common Stock for no consideration.
  • On July 12, 2024, 104,696 shares were transferred from direct beneficial ownership to indirect beneficial ownership through the West-Karam Family Trust.
  • On August 22, 2024, 24,659 shares were transferred from indirect beneficial ownership through Emerging Company Partners LLC to indirect beneficial ownership through the West-Karam Family Trust.
  • On August 5, 2025, 108,485 shares were transferred from direct beneficial ownership to indirect beneficial ownership through the West-Karam Family Trust.
  • Following these transactions, Steven M. West remains the beneficial owner of all transferred securities, as he is the trustee and he and his immediate family are the sole beneficiaries of the West-Karam Family Trust.
  • The filing reflects previously unreported transfers to the West-Karam Family Trust.

Sentiment

Score: 5

Explanation: The filing reports internal transfers of shares to a family trust for estate planning purposes, with no change in beneficial ownership or direct impact on company operations or financial performance.

Management Comments

  • 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.

Related Party Transactions

  • Steven M. West, a director, transferred shares of Common Stock to the West-Karam Family Trust, where he serves as trustee and he and his immediate family are the sole beneficiaries. These transfers were for no consideration.
  • Shares previously held indirectly through Emerging Company Partners LLC, an entity controlled by Steven M. West, were also transferred to the West-Karam Family Trust.

Stakeholder Impact

  • Shareholders will note the re-arrangement of a director's holdings, but it does not change the total shares outstanding or the director's overall beneficial interest in the company.

Key Dates

DateDescription
07/12/2024Transfer of 104,696 shares of Common Stock from direct ownership to the West-Karam Family Trust.
08/22/2024Transfer of 24,659 shares of Common Stock from Emerging Company Partners LLC to the West-Karam Family Trust.
08/05/2025Transfer of 108,485 shares of Common Stock from direct ownership to the West-Karam Family Trust.
08/20/2025Date of Form 4/A filing reflecting beneficial ownership and signature date.

Recommendation

hold

The Form 4 details internal transfers of shares by a director to a family trust for estate planning, with no change in the director's overall beneficial ownership or the company's fundamentals. This type of transaction typically has no material impact on the company's valuation or future prospects, thus a 'hold' recommendation is appropriate as there is no new information to warrant a change in investment stance.

Keywords

D-Wave Quantum, QBTS, Steven West, Form 4, insider ownership, beneficial ownership, stock transfer, family trust, corporate governance

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