Form 4: Rigetti Computing Director Ray O. Johnson Receives Annual RSU Grant

Rigetti Computing, Inc. Director Ray O. Johnson was granted 14,902 restricted stock units as part of his annual compensation, vesting by June 2026.

Summary

• Ray O. Johnson, a Director of Rigetti Computing, Inc. (RGTI), acquired 14,902 shares of common stock through an annual grant of restricted stock units (RSUs).
• The transaction occurred on June 10, 2025, with a reported price of $0 per share, typical for RSU grants.
• Following this transaction, Ray O. Johnson beneficially owns 460,176 shares of common stock.
• The RSUs are scheduled to vest in full on the earlier of the Issuer's 2026 annual meeting of stockholders (or the date immediately prior if service ends at the meeting) or June 10, 2026.
• Vesting is contingent upon Ray O. Johnson's continuous service with Rigetti Computing, Inc. as a director until the applicable vesting date.
• An accompanying Power of Attorney, dated June 9, 2025, authorizes specific individuals to act on behalf of Ray O. Johnson for SEC filings, including Forms 3, 4, 5, Schedules 13D, 13G, and Forms 144.

Sentiment

Score: 6

Explanation: The sentiment is mildly positive as it represents a standard, expected compensation event that aligns director interests with shareholders. There are no negative implications from this specific filing.

Positives

• The RSU grant aligns the director's interests with those of the shareholders, as the value of the compensation is tied to the company's stock performance.
• It represents a standard form of compensation for directors, indicating continued commitment and service from Ray O. Johnson to Rigetti Computing.

Risks

• The Power of Attorney explicitly states that it does not relieve the undersigned (Ray O. Johnson) from responsibility for compliance with obligations under Section 13 or Section 16 of the Exchange Act, including reporting requirements and potential disgorgement of profits under Section 16(b).

Future Outlook

The granted restricted stock units are set to vest in full on the earlier of the Issuer's 2026 annual meeting of stockholders or June 10, 2026, contingent on the director's continuous service.

Industry Context

This filing is a routine insider transaction report, common across all publicly traded companies, reflecting a director's compensation in the form of equity. It does not provide specific insights into broader industry trends within the quantum computing sector but indicates standard corporate governance practices for executive and director compensation.

Corporate Governance

Related Party Transactions

• The acquisition of 14,902 shares of common stock by Ray O. Johnson, a director of Rigetti Computing, Inc., through an RSU grant, constitutes a related party transaction as it involves compensation from the company to a member of its board.

Stakeholder Impact

• Shareholders: The RSU grant represents a form of equity compensation that aligns the director's financial interests with the long-term performance of the company, potentially benefiting shareholders through improved governance and strategic decisions. However, it also involves a minor dilution of existing shares upon vesting.
• Employees: No direct impact mentioned, but it reinforces the company's compensation structure for key personnel.
• Management: The Power of Attorney facilitates compliance for the director, easing administrative burdens related to SEC filings.

Next Steps

• The granted RSUs will vest on the earlier of Rigetti Computing's 2026 annual meeting of stockholders or June 10, 2026, provided Ray O. Johnson maintains continuous service as a director.

Key Dates

Keywords

Rigetti Computing, RGTI, Ray O. Johnson, Form 4, SEC filing, Restricted Stock Units, RSU grant, Director compensation, Insider transaction, Equity compensation, Corporate governance, Quantum computing