Form 4: D-Wave Quantum CEO Reports Future Pre-Planned Stock Disposition for Tax Withholding

D-Wave Quantum Inc.'s President and CEO, Alan E. Baratz, reported a future disposition of 33,778 shares of common stock on July 21, 2025, to cover tax obligations related to restricted stock unit vesting under a Rule 10b5-1 plan.

Summary

• Alan E. Baratz, President & CEO and Director of D-Wave Quantum Inc. (QBTS), reported a transaction involving the company's common stock.
• On July 21, 2025, 33,778 shares of Common Stock were disposed of at a price of $18.89 per share.
• This disposition was coded 'F', indicating shares withheld by the Issuer to satisfy tax withholding requirements in connection with the vesting of restricted stock units.
• Following this transaction, Alan E. Baratz beneficially owns 2,832,634 shares of Common Stock.
• The reported beneficial ownership includes 1,195,930 shares of unvested restricted stock units.
• The transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Sentiment

Score: 5

Explanation: The filing reports a routine, non-discretionary stock disposition by an insider for tax purposes related to RSU vesting. This type of transaction is generally neutral as it does not reflect a change in management's operational outlook or confidence, nor does it impact the company's core business.

Positives

• The transaction is a result of restricted stock unit vesting, indicating executive compensation and retention.
• The disposition is part of a pre-planned Rule 10b5-1 plan, which suggests a structured and non-discretionary sale.

Negatives

• Disposition of 33,778 shares by the CEO, even for tax purposes, reduces the direct beneficial ownership of the insider.

Future Outlook

The filing does not provide any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Industry Context

This filing details a routine insider transaction related to executive compensation and tax obligations, which is common across all industries. D-Wave Quantum Inc. operates in the quantum computing sector, but this specific transaction does not provide insights into broader industry trends or competitive dynamics.

Stakeholder Impact

• Shareholders: Minimal direct impact, as it is a non-discretionary sale for tax purposes and not a signal of management's lack of confidence.
• Employees: The vesting of restricted stock units indicates ongoing executive compensation practices.

Key Dates

Recommendation

The filing details a non-discretionary stock disposition by the CEO to cover tax obligations from RSU vesting, a routine event for executives. While it represents a reduction in direct holdings, it does not signal a change in management's operational outlook or confidence. The transaction is pre-planned under a Rule 10b5-1 plan, further indicating its routine nature. Therefore, the filing itself does not provide a strong signal for a buy or sell decision, warranting a 'hold' recommendation based solely on this information.

Keywords

D-Wave Quantum, QBTS, Alan Baratz, Form 4, insider transaction, stock disposition, tax withholding, restricted stock units, RSU, Rule 10b5-1, quantum computing