0001415889-24-016283.txt : 20240610 0001415889-24-016283.hdr.sgml : 20240610 20240610190856 ACCESSION NUMBER: 0001415889-24-016283 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20240606 FILED AS OF DATE: 20240610 DATE AS OF CHANGE: 20240610 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: de Masi Niccolo CENTRAL INDEX KEY: 0001480011 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39694 FILM NUMBER: 241034247 MAIL ADDRESS: STREET 1: 500 HOWARD ST., SUITE 300 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: IonQ, Inc. CENTRAL INDEX KEY: 0001824920 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] ORGANIZATION NAME: 06 Technology IRS NUMBER: 852992192 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4505 CAMPUS DRIVE CITY: COLLEGE PARK STATE: MD ZIP: 20740 BUSINESS PHONE: (301) 298-7997 MAIL ADDRESS: STREET 1: 4505 CAMPUS DRIVE CITY: COLLEGE PARK STATE: MD ZIP: 20740 FORMER COMPANY: FORMER CONFORMED NAME: dMY Technology Group, Inc. III DATE OF NAME CHANGE: 20200915 4 1 form4-06102024_110652.xml X0508 4 2024-06-06 0001824920 IonQ, Inc. IONQ 0001480011 de Masi Niccolo C/O IONQ, INC. 4505 CAMPUS DRIVE COLLEGE PARK MD 20740 true false false false 0 Common Stock 2024-06-06 4 A 0 23391 0 A 53041 D Common Stock 2597500 I See footnote Represents a restricted stock unit ("RSU") award. The RSUs will vest in full on the earlier of (i) the date of the 2025 Annual Meeting (or the date immediately prior to the 2025 Annual Meeting if the Reporting Person's service as a director ends at such Annual Meeting), or (ii) June 6, 2025, subject in all cases to the Reporting Person's continued service as a member of the Board of Directors through such vesting date. The securities are held by Isalea Investments LP (the "Partnership"). The Reporting Person is the managing member of the Partnership and has voting and investment discretion with respect to the securities held by the Partnership. /s/ Kevin Caimi, Attorney-in-Fact 2024-06-10 EX-24 2 ex24-06102024_110659.htm ex24-06102024_110659.htm




POWER OF ATTORNEY


(For Executing Form ID and Forms 3, 4 and 5)


Know all by these presents, that the undersigned hereby constitutes and appoints each of Mark

Fitzgerald, Mark Bass and Joan Moses of Wilson Sonsini, Goodrich & Rosati, P.C., and Stacey

Giamalis, Thomas Kramer and Kevin Caimi of IonQ, Inc. (the Company), signing individually,

the undersigneds true and lawful attorneys-in fact and agents to:


(1)

Prepare, execute in the undersigneds name and on the undersigneds behalf, and submit to the

Securities and Exchange Commission (the SEC) a Form ID, Uniform Application for Access

Codes to File on EDGAR, including amendments thereto, and any other documents necessary or

appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with

the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934, as amended

(the Exchange Act), or any rule or regulation thereunder, if required;


(2)

Prepare, execute in the undersigneds name and on the undersigneds behalf, and submit to the

SEC Form ID and Forms 3, 4 and 5 (including amendments thereto and joint filing agreements in

connection therewith) in accordance with Section 16(a) of the Exchange Act and the rules

thereunder in the undersigneds capacity as an officer, director or beneficial owner of more than

10% of a registered class of securities of the Company;


(3)

Do and perform any and all acts for and on behalf of the undersigned that may be necessary or

desirable to prepare and execute any such Form ID and Forms 3, 4 or 5 (including amendments

thereto and joint filing agreements in connection therewith) and file such forms with the SEC and

any stock exchange, self-regulatory association or any similar authority; and


(4)

Take any other action of any type whatsoever in connection with the foregoing that, in the

Opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required of

the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf

of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such

terms and conditions as the attorney-in-fact may approve in the attorney-in-facts discretion.


The undersigned hereby grants to each such attorney in fact full power and authority to do

and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in

the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as

the undersigned might or could do if personally present, with full power of substitution or

revocation, hereby ratifying and confirming all that such attorney in fact, or such attorney in facts

substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney

and the rights and powers herein granted. The undersigned acknowledges that the foregoing

attorneys-in-fact, and their substitutes, in serving in such capacity at the request of the undersigned,

are not assuming (nor is the Company assuming) any of the undersigneds responsibilities to

comply with Section 16 of the Exchange Act.


This Power of Attorney shall remain in full force and effect until the earliest to occur of (a)

the undersigned is no longer required to file Form ID or Forms 3, 4 and 5 with respect to the

undersigneds holdings of and transactions in securities issued by the Company, (b) revocation by





the undersigned in a signed writing delivered to the Company and the foregoing attorneys-in fact

or (c) as to any attorney-in-fact individually, until such attorney-in-fact is no longer employed by

the Company or Wilson Sonsini Goodrich & Rosati, P.C., as applicable.


IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed

as of the date written below.


Date:  April 18, 2024


Signature:  /s/ Niccolo de Masi


Print Name:  Niccolo de Masi