0001140361-24-016692.txt : 20240329 0001140361-24-016692.hdr.sgml : 20240329 20240329182346 ACCESSION NUMBER: 0001140361-24-016692 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240327 FILED AS OF DATE: 20240329 DATE AS OF CHANGE: 20240329 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Nguyen Diane CENTRAL INDEX KEY: 0001974777 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41468 FILM NUMBER: 24805069 MAIL ADDRESS: STREET 1: 3033 BETA AVENUE CITY: BURNABY STATE: A1 ZIP: V5G4M9 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: D-Wave Quantum Inc. CENTRAL INDEX KEY: 0001907982 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] ORGANIZATION NAME: 06 Technology IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2650 EAST BAYSHORE ROAD CITY: PALO ALTO STATE: CA ZIP: 94303 BUSINESS PHONE: (604) 630-1428 MAIL ADDRESS: STREET 1: 3033 BETA AVENUE CITY: BURNABY STATE: A1 ZIP: V5G4M9 4 1 form4.xml FORM 4 X0508 4 2024-03-27 0001907982 D-Wave Quantum Inc. QBTS 0001974777 Nguyen Diane 2650 EAST BAYSHORE ROAD PALO ALTO CA 94303 true General Counsel false Common Stock, par value $0.0001 per share ("Common Stock") 2024-03-27 4 A 0 80000 0 A 379156 D Common Stock, par value $0.0001 per share ("Common Stock") 2024-03-27 4 A 0 100000 0 A 479156 D Common Stock, par value $0.0001 per share ("Common Stock") 2024-03-27 4 F 0 5986 1.95 D 473170 D Stock Option (right to buy) 2.1 2024-03-27 4 A 0 100000 0 A 2034-03-27 Common Stock 100000 100000 D Stock Option (right to buy) 0.846 2034-01-10 Common Stock 58255 58255 D Stock Option (right to buy) 0.91 2030-05-05 Common Stock 16592 16592 D Stock Option (right to buy) 0.91 2030-05-05 Common Stock 27668 27668 D Stock Option (right to buy) 0.91 2030-11-17 Common Stock 9118 9118 D Stock Option (right to buy) 0.92 2031-08-20 Common Stock 53379 53379 D Represents 80,000 restricted stock units, each restricted stock unit representing the right to receive one share of Common Stock of the Issuer, that will vest 25% on March 27, 2025 and remaining will vest in equal quarterly installments beginning on June 27, 2025 through March 27, 2028, subject to the reporting person's continued service to the Issuer. Includes: (a) 237,332 shares of unvested restricted stock units: (i) 93,312 RSUs granted on October 13, 2022 and vesting as follows: 46,656 on October 13, 2024 and October 13, 2025, (ii) 64,020 RSUs granted on March 27, 2023, which will vest quarterly at a rate of 6.25% beginning July 27, 2024, and (iii) 80,000 RSUs granted on March 27, 2024 and vesting as follows: 20,000 on March 27, 2025 and the remaining 60,000 RSUs will vest quarterly at a rate of 6.25% beginning June 27, 2025. Represents 100,000 restricted stock units, each restricted stock unit representing the right to receive one share of Common Stock of the Issuer, that will vest 25% on May 1, 2024 and remaining will vest in equal quarterly installments beginning on August 1, 2024 through May 1, 2028, subject to the reporting person's continued service to the Issuer. Includes: (a) 337,332 shares of unvested restricted stock units: (i) 93,312 RSUs granted on October 13, 2022 and vesting as follows: 46,656 on October 13, 2024 and October 13, 2025, (ii) 64,020 RSUs granted on March 27, 2023, which will vest quarterly at a rate of 6.25% beginning July 27, 2024, (iii) 80,000 RSUs granted on March 27, 2024 and vesting as follows: 20,000 on March 27, 2025 and the remaining 60,000 RSUs will vest quarterly at a rate of 6.25% beginning June 27, 2025, and (iv) 100,000 RSUs granted on March 27, 2024 and vesting as follows: 25,000 on May 1, 2024 and the remaining 75,000 RSUs will vest quarterly at a rate of 6.25% beginning August 1, 2024. This option will vest 25% on May 1, 2024 and the remaining portion of the option vests thereafter in equal monthly installments on the 1st of each month through May 1, 2027 as to 75,000 shares of Common Stock. This option will vest 25% on May 1, 2024 and the remaining portion of the option vests thereafter in equal monthly installments on the 1st of each month through May 1, 2027 as to 75,000 shares of Common Stock. This option has vested and is exercisable as of the grant date as to all 58,255 shares of Common Stock. The option has vested and is exercisable as of the date hereof as to 26,516 shares of Common Stock and the remaining portion of the option vests in equal monthly installments on the 5th of each month through May 5, 2024 as to 1,152 shares of Common Stock. The option has vested and is exercisable as of the date hereof as to 7,601 shares of Common Stock and the remaining portion of the option vests in equal monthly installments on the 1st of each month through November 1, 2024 as to 1,517 shares of Common Stock. The option has vested and is exercisable as of the date hereof as to 35,587 shares of Common Stock and the remaining portion of the option vests in equal monthly installments on the 16th of each month through July 16, 2025 as to 17,792 shares of Common Stock. /s/ Diane Nguyen 2024-03-29