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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to dMY Technology Group, Inc. III Units, each consisting of one share of Class A common stock and one-f
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| September 4, 2025 |
EXHIBIT 99.1 IonQ Appoints Inder M. Singh as Chief Financial Officer and Chief Operating Officer Singh’s Over 30 Years of Financial, Strategic and Leadership Experience and Deep Knowledge of IonQ to Support the Company’s Path to 2 Million Physical and 80,000 Logical Qubits by 2030 COLLEGE PARK, MD – September 4, 2025 – IonQ (NYSE: IONQ), the leader in the quantum computing and networking industrie |
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| September 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 2, 2025 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 85-2992192 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| August 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 28, 2025 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| August 28, 2025 |
EXHIBIT 99.2 IonQ Appoints Former EMC Vice Chairman Bill Teuber to Board of Directors Teuber brings large-scale enterprise expertise to help drive IonQ’s next phase of growth COLLEGE PARK, MD - August 28, 2025 - IonQ (NYSE: IONQ), the leader in the quantum computing and quantum networking industries, today announced the appointment of William J. Teuber Jr. to its Board of Directors. Teuber brings |
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| August 28, 2025 |
Up to 12,377,433 Shares Common Stock 424B7 Filed Pursuant to Rule 424(b)(7) Registration No. 333-285279 PROSPECTUS SUPPLEMENT (To Prospectus dated February 26, 2025) Up to 12,377,433 Shares Common Stock This prospectus supplement relates to the resale by the selling stockholders referenced in this prospectus supplement (the “selling stockholders”) of up to 12,377,433 shares of common stock, par value $0.0001 per share (the “common st |
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| August 28, 2025 |
EXHIBIT 99.1 IonQ Appoints Former Ariba & Cloudera CFO Jim Frankola to Board of Directors Frankola brings cloud and high-performance computing expertise to support IonQ’s continued commercial momentum in the era of broad quantum advantage COLLEGE PARK, MD - August 28, 2025 - IonQ (NYSE: IONQ), the leader in the quantum computing and quantum networking industries, today announced the appointment of |
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| August 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 26, 2025 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 85-2992192 (State or other jurisdiction of incorporation) (Commission File Number) |
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| August 28, 2025 |
Calculation of Filing Fee Tables S-3 IonQ, Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effectiv |
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| August 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2025 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| August 11, 2025 |
Up to 13,220,367 Shares Common Stock 424B7 Filed Pursuant to Rule 424(b)(7) Registration No. 333-285279 PROSPECTUS SUPPLEMENT (To Prospectus dated February 26, 2025) Up to 13,220,367 Shares Common Stock This prospectus supplement relates to the resale by the selling stockholders referenced in this prospectus supplement (the “selling stockholders”) of up to 13,220,367 shares of common stock, par value $0.0001 per share (the “common st |
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| August 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2025 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| August 11, 2025 |
Calculation of Filing Fee Tables S-3 IonQ, Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effectiv |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 06, 2025 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2025 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File No. 001-39694 IONQ, INC. (Exact name of |
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| August 6, 2025 |
IonQ Announces Second Quarter Financial Results Exhibit 99.1 IonQ Announces Second Quarter Financial Results ● Beats Top End Revenue Guidance by 15% ● Announced $1.075 Billion Proposed Acquisition of Oxford Ionics, Enhancing Scalable Quantum Computing Breakthroughs ● Completed Acquisition of Lightsynq and Capella, Substantially Accelerating Both Quantum Computing and Quantum Networking Roadmaps ● Unanimously Appoints CEO Niccolo de Masi as next |
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| July 15, 2025 |
Exhibit 99.1 IonQ Completes Acquisition of Capella Space, Advancing Vision for Space-Based Quantum Communications Integration of Capella’s satellite capabilities positions IonQ to pioneer the first global space-based quantum key distribution network COLLEGE PARK, MD – July 15, 2025 – IonQ (NYSE: IONQ), a leading commercial quantum computing and networking company, today announced the completion of |
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| July 15, 2025 |
Exhibit 10.1 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of July 11, 2025, by and between IonQ, Inc., a Delaware corporation (“Parent”), and Shareholder Representative Services LLC, a Colorado limited liability company (the “Holder Representative”), solely in its capacity as the representative for and on behalf of the Securityhold |
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| July 15, 2025 |
Regulation FD Disclosure, Unregistered Sales of Equity Securities, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 15, 2025 (July 11, 2025) IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commissio |
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| July 9, 2025 |
Exhibit 4.1 EXECUTION VERSION SERIES A WARRANT AGREEMENT THIS SERIES A WARRANT AGREEMENT (this “Agreement” or this “Warrant Agreement”), dated as of July 9, 2025, is entered into by and between IonQ, Inc. a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Agent”). WHEREAS, the Company desires to issue and sell (i) 14,165,708 |
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| July 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 7, 2025 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 1-39694 85-2992192 (State or other jurisdiction of incorporation) (Commission File Number) (I.R |
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| July 9, 2025 |
Exhibit 4.3 EXECUTION VERSION PRE-FUNDED WARRANT AGREEMENT THIS PRE-FUNDED WARRANT AGREEMENT (this “Agreement” or this “Warrant Agreement”), dated as of July 9, 2025, is entered into by and between IonQ, Inc. a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Agent”). WHEREAS, the Company desires to issue and sell 3,855,557 |
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| July 9, 2025 |
Exhibit 1.1 Execution Version IonQ, Inc. 14,165,708 Shares of Common Stock, par value $0.0001 per share 3,855,557 Pre-Funded Warrants to Purchase 3,855,557 Shares of Common Stock 36,042,530 Warrants to Purchase 36,042,530 Shares of Common Stock Underwriting Agreement July 7, 2025 J.P. Morgan Securities LLC As Representative of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan |
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| July 7, 2025 |
Table 1: Newly Registered and Carry Forward Securities Calculation of Filing Fee Tables S-3 IonQ, Inc. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fe |
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| July 7, 2025 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-285279 PROSPECTUS SUPPLEMENT (To Prospectus dated February 26, 2025) 14,165,708 shares of common stock 36,042,530 warrants to purchase 36,042,530 shares of common stock 3,855,557 pre-funded warrants to purchase 3,855,557 shares of common stock and 39,898,087 shares of common stock issuable upon exercise of the warrants and the pre-funded warran |
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| July 7, 2025 |
Subject to completion Preliminary prospectus supplement dated July 7, 2025 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-285279 The information in this prospectus supplement is not complete and may be changed. This prospectus supplement is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted. Subject to completion Preliminary prospectus supplement da |
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| June 20, 2025 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2025 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) ( |
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| June 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2025 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I |
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| June 9, 2025 |
Up to 903,195 Shares Common Stock Filed Pursuant to Rule 424(b)(7) Registration No. 333-285279 PROSPECTUS SUPPLEMENT (To Prospectus dated February 26, 2025) Up to 903,195 Shares Common Stock This prospectus supplement relates to the resale by the selling stockholders referenced in this prospectus supplement (the “selling stockholders”) of up to 903,195 shares of common stock, par value $0.0001 per share (the “common stock”), of Io |
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| June 9, 2025 |
Regulation FD Disclosure, Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 7, 2025 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I |
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| June 9, 2025 |
Exhibit 99.1 IonQ Announces Agreement to Acquire Oxford Ionics, Accelerating Path to Pioneering Breakthroughs in Quantum Computing Deal builds on the strategic cooperation between the United States and United Kingdom to unlock next-generation technologies, and enhances Oxford Ionics’ position as a global hub for quantum computing R&D Combined entity intends to deliver the world’s most powerful qua |
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| June 9, 2025 |
Table 1: Newly Registered and Carry Forward Securities Calculation of Filing Fee Tables S-3 IonQ, Inc. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fe |
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| June 9, 2025 |
Exhibit 2.1 SHARE PURCHASE AGREEMENT BY AND AMONG IONQ, INC., OXFORD IONICS LIMITED, THE SELLERS, AND THE SELLERS REPRESENTATIVE JUNE 7, 2025 TABLE OF CONTENTS Page ARTICLE I PURCHASE AND SALE 2 Section 1.1 Purchase and Sale 2 Section 1.2 Effect on Company Securities 2 Section 1.3 [Reserved] 3 Section 1.4 Closing 3 ARTICLE II CONSIDERATION 4 Section 2.1 Consideration 4 Section 2.2 Final Buyer Stoc |
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| June 9, 2025 |
Form of Registration Rights Agreement Exhibit 4.1 FORM OF REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of [•] by and between IonQ, Inc., a Delaware corporation (“Buyer”), and [•] (the “Holder Representative”), as the representative for and on behalf of the Holders under this Agreement who are being issued shares of Buyer’s common stock, par value $0.0001 per share (“Bu |
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| June 6, 2025 |
Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) IonQ, Inc. (Exact name of registrant as specified in its charter) Table 1 – Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, par value $0.0001 |
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| June 6, 2025 |
Lightsynq Technologies Inc. 2024 Equity Incentive Plan and related form agreements EX-4.2 Exhibit 4.2 LIGHTSYNQ TECHNOLOGIES INC. 2024 EQUITY INCENTIVE PLAN (as amended October 22, 2024) 1. Purposes of the Plan. The purposes of this Plan are: • to attract and retain the best available personnel for positions of substantial responsibility, • to provide additional incentive to Employees, Directors and Consultants, and • to promote the success of the Company’s business. The Plan p |
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| June 6, 2025 |
As filed with the Securities and Exchange Commission on June 6, 2025 S-8 As filed with the Securities and Exchange Commission on June 6, 2025 Registration No. |
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| June 2, 2025 |
Unregistered Sales of Equity Securities, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2025 (May 30, 2025) IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 2, 2025 |
Exhibit 4.1 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of May 30, 2025 by and among IonQ, Inc., a Delaware corporation (“Acquiror”) and each of the undersigned. RECITALS WHEREAS, Acquiror, Lute Acquisition Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Acquiror (“Merger Sub”), Lightsynq Technologies, Inc., a D |
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| May 7, 2025 |
Agreement and Plan of Merger, dated as of May 7, 2025, by and among IonQ, Exhibit 2.2 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS (i) NOT MATERIAL AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. REDACTED INFORMATION IS MARKED WITH A [***]. CERTAIN SCHEDULES OR SIMILAR ATTACHMENTS HAVE BEEN OMITTED FROM THIS EXHIBIT IN ACCORDANCE WITH ITEM 601(a)(5) of REGULATION S-K. AGREEMENT AND PLAN OF MERGER BY AND AMON |
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| May 7, 2025 |
IONQ 2025 Q1 EARNINGS RELEASE - PRIVILEGED & CONFIDENTI IONQ 2025 Q1 EARNINGS RELEASE - PRIVILEGED & CONFIDENTI Exhibit 99.1 IonQ Announces First Quarter Financial Results ● Announced $22 Million Deal with EPB, Including the Sale of a New Forte Enterprise, to Establish First Commercial Quantum Computing & Networking Hub ● Pending Acquisition of Lightsynq Technologies to Accelerate both Quantum Internet and Quantum Computing Roadmap – Bringing Harvard R |
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| May 7, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 07, 2025 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I |
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| May 7, 2025 |
Exhibit 10.5 Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. AMENDMENT # 8 TO EXCLUSIVE LICENSE AGREEMENT BETWEEN IONQ, INC., DUKE UNIVERSITY AND UNIVERSITIY OF MARYLAND This Amendment #8 to the Exclusive License Agreement entered into by and between Duke Unive |
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| May 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File No. 001-39694 IONQ, INC. (Exact name of |
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| May 6, 2025 |
Exhibit 4.1 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of April 30, 2025 by and among IonQ, Inc., a Delaware corporation (“IonQ”), each of the undersigned Sellers, and SK Square Co., Ltd., solely in its capacity as the representative of the Sellers (the “Holder Representative”). RECITALS WHEREAS, pursuant to that certain Share Pu |
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| May 6, 2025 |
Unregistered Sales of Equity Securities, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2025 (April 30, 2025) IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission |
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| April 28, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| April 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| April 22, 2025 |
Amended and Restated Bylaws of IonQ, Inc. Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF IONQ, INC. (A DELAWARE CORPORATION) ARTICLE I OFFICES Section 1. Registered Office. The registered office of IonQ, Inc. (the “corporation”) in the State of Delaware shall be as set forth in the Amended and Restated Certificate of Incorporation of the corporation, as the same may be amended or restated from time to time (the “Certificate of Incorporation”) |
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| April 22, 2025 |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2025 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| March 11, 2025 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-285279 SUPPLEMENT NO 1. DATED March 11, 2025 TO PROSPECTUS SUPPLEMENT DATED February 26, 2025 (To Prospectus Dated February 26, 2025) IonQ, Inc. This Supplement No. 1 to Prospectus Supplement (this “Supplement”) supplements and amends the Prospectus Supplement dated February 26, 2025 (the “Prospectus Supplement”). This Supplement should be read |
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| March 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2025 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| March 11, 2025 |
COLLEGE PARK, MD — MARCH 10, 2025 Exhibit 99.1 COLLEGE PARK, MD — MARCH 10, 2025 IonQ Raises Over $372 Million Via At-the-Market Equity Offering Program. Pro forma year-end cash now over $700 million At-the-Market Program has been terminated COLLEGE PARK, MD – (March 10, 2025) –IonQ, Inc. (NYSE: IONQ), a leader in the quantum computing and quantum networking industries, today announced that under its “at-the-market” equity offerin |
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| February 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2025 (February 25, 2025) IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction |
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| February 27, 2025 |
IonQ Announces At-the-Market Equity Offering Program for up to $500 Million Exhibit 99.1 IONQ Equity Offering Release IonQ Announces At-the-Market Equity Offering Program for up to $500 Million COLLEGE PARK, Md.—(February 26, 2025)—IonQ (NYSE: IONQ), a leader in the quantum computing and networking industries, today announced that it has entered into an equity distribution agreement with Morgan Stanley & Co. LLC (“Morgan Stanley”) and Needham & Company LLC (“Needham”) und |
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| February 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2025 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| February 27, 2025 |
Up to $500,000,000 Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-285279 PROSPECTUS SUPPLEMENT (To Prospectus dated February 26, 2025) Up to $500,000,000 Common Stock We have entered into an equity distribution agreement (the “equity distribution agreement”) with Morgan Stanley & Co. LLC (“Morgan Stanley”) and Needham & Company, LLC (“Needham”) relating to the sale of shares of our common stock, par value $0. |
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| February 27, 2025 |
EX-1.1 Exhibit 1.1 IONQ, INC. Common Stock, par value $0.0001 per share EQUITY DISTRIBUTION AGREEMENT February 26, 2025 February 26, 2025 To Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Needham & Company, LLC 250 Park Avenue New York, New York 10177 Ladies and Gentlemen: IonQ, Inc., a Delaware corporation (the “Company”), proposes to issue and sell through Morgan Stanley & Co. L |
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| February 27, 2025 |
Exhibit 107 CALCULATION OF FILING FEE TABLES Form S-3 (Form Type) IonQ, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Equ |
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| February 26, 2025 |
Exhibit 99.2 IonQ to Acquire Geneva-Based ID Quantique, Enters Into Global Quantum Strategic Partnership with SK Telecom ID Quantique’s renowned team, technology, and products to join IonQ portfolio With addition of nearly 300 quantum networking patents from ID Quantique; issued and pending quantum patents IonQ controls will total more than 900 worldwide SK Telecom and IonQ enter into Memorandum o |
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| February 26, 2025 |
Exhibit 99.4 IonQ Appoints Accomplished Technology Leader Gabrielle Toledano to Board of Directors Seasoned technology and talent executive brings decades of leadership experience from Tesla, Electronic Arts, Microsoft, Siebel Systems, and Oracle to continue scaling IonQ’s quantum computing leadership COLLEGE PARK, MD - February 26, 2025 - IonQ, Inc. (NYSE: IONQ), a leader in the quantum computing |
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| February 26, 2025 |
Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) IonQ, Inc. (Exact name of registrant as specified in its charter) Table 1 – Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stoc |
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| February 26, 2025 |
As filed with the Securities and Exchange Commission on February 26, 2025 As filed with the Securities and Exchange Commission on February 26, 2025 Registration No. |
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| February 26, 2025 |
List of Subsidiaries of the Company Exhibit 21.1 List of Subsidiaries Subsidiary Jurisdiction IonQ Quantum, Inc. Delaware |
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| February 26, 2025 |
IonQ Announces Fourth Quarter and Full Year 2024 Financial Results Exhibit 99.1 IonQ Announces Fourth Quarter and Full Year 2024 Financial Results • Exceeds High End of Guidance Range with Full Year Revenue of $43.1 Million, Representing 95% Year-Over-Year Growth • Exceeds High End of Guidance Range with Full Year Bookings of $95.6 Million • Signs Definitive Agreement to Acquire Majority Stake in ID Quantique, Leading Quantum Networking Provider, to Further IonQ’ |
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| February 26, 2025 |
Exhibit 4.5 IONQ, INC. INDENTURE Dated as of , 20 [] Trustee TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1 Definitions 1 Section 1.2 Other Definitions 4 Section 1.3 Incorporation by Reference of Trust Indenture Act 4 Section 1.4 Rules of Construction 5 ARTICLE II THE SECURITIES 5 Section 2.1 Issuable in Series 5 Section 2.2 Establishment of Terms of Seri |
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| February 26, 2025 |
Exhibit 99.3 IonQ Names Niccolo de Masi as President & Chief Executive Officer Standing Board Member and Seasoned Public Company Chief Executive Officer Niccolo de Masi Will Take on The Role of President and CEO Effective Immediately Peter Chapman Assumes Leadership Role of IonQ’s Executive Chair COLLEGE PARK, MD – February 26, 2025 - IonQ, Inc. (NYSE: IONQ), a leader in the quantum computing and |
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| February 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2025 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| February 26, 2025 |
Offer Letter by and between the Company and Niccolo de Masi, dated February 26, 2025 Exhibit 10.1 Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. February 26, 2025 Niccolo de Masi Re: Employment Offer Dear Niccolo: On behalf of IonQ, Inc. (the “Company”), we are excited to offer you the position of Chief Executive Officer of the Company, report |
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| February 26, 2025 |
Exhibit 10.2 Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. PERFORMANCE-BASED AWARD GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) IonQ, Inc. (the “Company”) has awarded to you (the “Participant”) the number of performance-based restricted stock units (“PSUs”) spec |
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| February 26, 2025 |
Bonus Agreement between the Company and Peter Chapman, dated December 16, 2024 Exhibit 10.33 IonQ, Inc. Bonus Agreement This Bonus Agreement (this “Agreement”) is made and entered into effective as of December 16, 2024 (the “Effective Date”), by and between IonQ, Inc., (the “Company”), and Peter Chapman, (the “Executive”) (collectively the Company and Executive may be referred to herein as the “Parties”). WHEREAS, the Executive is employed by the Company; WHEREAS, the Compan |
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| February 26, 2025 |
IonQ, Inc. Insider Trading Policy Exhibit 19.1 Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. IONQ, INC. INSIDER TRADING POLICY POLICY PRINCIPLES · Employees, directors, other applicable members of management and designated consultants (each a “Covered Person,” and collectively, “Covered Perso |
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| February 26, 2025 |
.................................................................................................................................................................................................................................................................................................................................................s UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, |
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| February 26, 2025 |
Power of Attorney (included on the signature page to this Registration Statement) As filed with the Securities and Exchange Commission on February 26, 2025 Registration No. |
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| February 26, 2025 |
Exhibit 107 CALCULATION OF FILING FEE TABLES Form S-3 (Form Type) IonQ, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Equ |
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| December 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2024 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| December 6, 2024 |
Executive Severance Plan and Summary Plan Description (as amended December 3, 2024) Exhibit 10.1 IONQ, INC. EXECUTIVE SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION APPROVED BY THE BOARD OF DIRECTORS: July 22, 2021 AS AMENDED: December 3, 2024 1. Introduction. The purpose of this IonQ, Inc. Executive Severance Plan (the “Plan”) is to provide assurances of specified severance benefits to eligible executives of the Company whose employment is terminated by the Company or a successor u |
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| December 6, 2024 |
Form of Performance-Based Award Grant Package (as amended December 3, 2024) Exhibit 10.2 Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. IONQ, INC. PERFORMANCE-BASED AWARD GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) IonQ, Inc. (the “Company”) has awarded to you (the “Participant”) the number of performance-based restricted stock units (“ |
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| December 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 3, 2024 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| November 6, 2024 |
IonQ Announces Third Quarter 2024 Financial Results Exhibit 99.1 IonQ Announces Third Quarter 2024 Financial Results • Exceeds High End of Guidance Range with Third Quarter Revenue of $12.4 Million, Representing 102% Year-Over-Year Growth • Raises Full Year Revenue Guidance to Between $38.5 Million and $42.5 Million • Secures $63.5 Million in Third Quarter Bookings, Including Largest 2024 U.S. Quantum Contract Award of $54.5 Million with United Sta |
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| November 6, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 06, 2024 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| November 6, 2024 |
Amended and Restated Non-Employee Director Compensation Policy Exhibit 10.1 IONQ, INC. AMENDED AND RESTATED NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Originally adopted and approved by the Board of Directors (the “Board”) on December 14, 2021, amended and restated by the Board of Directors on April 23, 2024, and further amended and restated by the Board of Directors on October 22, 2024 (the “Effective Date”) Each member of the Board of Directors who is not al |
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| November 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File No. 001-39694 IONQ, INC. (Exact nam |
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| October 23, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2024 (June 05, 2024) IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of In |
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| August 7, 2024 |
Exhibit 99.1 IonQ Announces Second Quarter 2024 Financial Results Second Quarter Results of $11.4 Million in Revenue, Exceeding High End of Guidance Range, Representing 106% Year-Over-Year Growth Secures $9 Million in Bookings, Including System Design Win with ARLIS Demonstrates Company Record Two-Qubit Native Gate Fidelity of 99.9%, Paving the Way for Highly Accurate Quantum Systems Announces Dis |
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| August 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File No. 001-39694 IONQ, INC. (Exact name of |
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| August 7, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 07, 2024 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| June 7, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 05, 2024 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) ( |
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| June 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| June 4, 2024 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2) |
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| May 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| May 10, 2024 |
Amended and Restated Offer Letter Agreement for Peter Chapman, dated September 8, 2021 Exhibit 10.2 September 8, 2021 Re: Amended and Restated Employment Agreement Dear Peter: On behalf of IonQ, Inc. (the “Company”), I am pleased to present this amended and restated employment agreement (the “Agreement”) which amends, restates and supersedes any and all prior agreements, understandings and representations concerning your employment with the Company, including but not limited to the |
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| May 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File No. 001-39694 IONQ, INC. (Exact name of |
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| May 10, 2024 |
Employment Offer between the Company and Rima Alameddine, dated October 26, 2022 Exhibit 10.4 To: Rima Alameddine From: Tom Jones, Chief People Officer Date: October 26, 2022 Re: Employment Offer We are excited to offer you the position of Chief Revenue Officer at IonQ, Inc. (“Company”) reporting to Peter Chapman. Your anticipated start date is December 5, 2022 (the “Start Date”). This position will be remote. Compensation Base salary: For service rendered, your salary is $400 |
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| May 10, 2024 |
Amended and Restated Offer Letter Agreement for Thomas Kramer, dated September 8, 2021 Exhibit 10.3 September 8, 2021 Re: Amended and Restated Employment Agreement Dear Thomas: On behalf of IonQ, Inc. (“Company”), I am pleased to present this amended and restated employment Agreement (the “Agreement”) which amends, restates and supersedes any and all prior agreements, understandings and representations concerning your employment with the Company, including but not limited to the ter |
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| May 10, 2024 |
Amended and Restated Non-Employee Director Compensation Policy Exhibit 10.1 IONQ, INC. AMENDED AND RESTATED NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Originally adopted and approved by the Board of Directors (the “Board”) on December 14, 2021, and amended and restated by the Board of Directors on April 23, 2024 (the “Effective Date”) Each member of the Board of Directors who is not also serving as an employee of or consultant to IonQ, Inc. (the “Company”) or |
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| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 08, 2024 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I |
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| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| May 8, 2024 |
Exhibit 99.1 IonQ Announces First Quarter 2024 Financial Results First Quarter Results of $7.6 Million in Revenue, Exceeding High End of Guidance Range, Representing 77% Year-Over-Year Growth Sales Pipeline Expanding in Deal Size and Volume with Improving Visibility Bookings Backloaded, Raises Bookings Guidance Range to $75 to $95 Million for 2024 Hired Stacey Giamalis as Chief Legal Officer, Dr. |
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| April 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| April 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| April 25, 2024 |
DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 29, 2024 |
EX-FILING FEES Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) IonQ, Inc. (Exact name of registrant as specified in its charter) Table 1 – Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, par v |
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| February 29, 2024 |
As filed with the Securities and Exchange Commission on February 28, 2024 S-8 As filed with the Securities and Exchange Commission on February 28, 2024 Registration No. |
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| February 28, 2024 |
Incentive Compensation Recoupment Policy Exhibit 97 IONQ, INC. INCENTIVE COMPENSATION RECOUPMENT POLICY 1. INTRODUCTION The Compensation Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of IonQ, Inc., a Delaware corporation (the “Company”), has determined that it is in the best interests of the Company and its stockholders to adopt this Incentive Compensation Recoupment Policy (this “Policy”) providing for |
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| February 28, 2024 |
Exhibit 10.31 Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. AMENDMENT # 7 TO EXCLUSIVE LICENSE AGREEMENT BETWEEN IONQ, INC., DUKE UNIVERSITY AND UNIVERSITIY OF MARYLAND This Amendment #7 to the Exclusive License Agreement entered into by and between Duke Univ |
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| February 28, 2024 |
s UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K s UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-39694 IONQ, INC. (E |
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| February 28, 2024 |
List of Subsidiaries of the Company Exhibit 21.1 List of Subsidiaries Subsidiary Jurisdiction IonQ Quantum, Inc. Delaware |
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| February 28, 2024 |
Exhibit 99.1 IonQ Announces Fourth Quarter and Full Year 2023 Financial Results Full Year Results of $22.0 Million in Revenue, Above High End of Range Full Year Results of $65.1 Million in Bookings, Above High End of Range, with Strong Pipeline Entering 2024 Fourth Quarter Results of $6.1 Million in Revenue, High End of Range Achieved 2024 Technical Milestone of #AQ 35 in December 2023, a Full Yea |
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| February 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2024 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| February 13, 2024 |
SC 13G/A 1 tv01224-ionqinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: IonQ Inc Title of Class of Securities: Common Stock CUSIP Number: 46222L108 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pursuant |
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| November 29, 2023 |
November 29, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance, Office of Technology 100 F Street, N.E. Washington, D.C. 20549-3720 Attn: Aliya Ishmukhamedova Re: IonQ, Inc. Registration Statement on Form S-3 Filed November 9, 2023 File No. 333-275444 Acceleration Request Requested Date: December 1, 2023 Requested Time: 4:05 p.m. Eastern Time, or as soon therea |
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| November 9, 2023 |
Exhibit 10.1 [CERTAIN INFORMATION IN THIS EXHIBIT IDENTIFIED BY [***] IS CONFIDENTIAL AND HAS BEEN EXCLUDED BECAUSE IT (I) IS NOT MATERIAL AND (II) THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS THAT INFORMATION AS PRIVATE OR CONFIDENTIAL.] September 8, 2023 Laurie Babinski [***] [***] Re: Separation Agreement Dear Laurie: This letter sets forth the substance of the separation agreement (the “Agre |
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| November 9, 2023 |
Amended and Restated Bylaws of IonQ, Inc. Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF IONQ, INC. (A DELAWARE CORPORATION) ARTICLE I OFFICES Section 1. Registered Office. The registered office of IonQ, Inc. (the “corporation”) in the State of Delaware shall be as set forth in the Amended and Restated Certificate of Incorporation of the corporation, as the same may be amended or restated from time to time (the “Certificate of Incorporation”) |
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| November 9, 2023 |
Exhibit 107 CALCULATION OF FILING FEE TABLES Form S-3 (Form Type) IonQ, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate (4) Amount of Registration Fee (4) Carry Forward Form Ty |
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| November 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File No. 001-39694 IONQ, INC. (Exact nam |
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| November 9, 2023 |
As filed with the U.S. Securities and Exchange Commission on November 9, 2023 Table of Contents As filed with the U.S. Securities and Exchange Commission on November 9, 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IONQ, INC. (Exact name of registrant as specified in its charter) Delaware 85-2992192 (State or other jurisdiction of incorporation or organizati |
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| November 9, 2023 |
Exhibit 4.5 IONQ, INC. INDENTURE Dated as of , 20 [ ] Trustee TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1 Definitions 1 Section 1.2 Other Definitions 4 Section 1.3 Incorporation by Reference of Trust Indenture Act 4 Section 1.4 Rules of Construction 5 ARTICLE II THE SECURITIES 5 Section 2.1 Issuable in Series 5 Section 2.2 Establishment of Terms |
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| November 8, 2023 |
Exhibit 99.1 IonQ Announces Third Quarter 2023 Financial Results Third Quarter Results of $6.1 Million in Revenue, Above High End of Range 2023 Full Year Revenue and Bookings Outlooks Increased Again Third Quarter Bookings of $26.3 Million Bring Bookings to $58.4 Million Year-to-Date as of Q3 Announces $25.5 Million Quantum Networking System Sale to AFRL Robust Commercial Pipeline Growth and Visib |
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| November 8, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 08, 2023 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| October 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 29, 2023 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| August 17, 2023 |
Form of Performance-Based Award Grant Package EX-10.1 Exhibit 10.1 Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. IONQ, INC. PERFORMANCE-BASED AWARD GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) IonQ, Inc. (the “Company”) has awarded to you (the “Participant”) the number of performance-based restricted stock |
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| August 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| August 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 09, 2023 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| August 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File No. 001-39694 IONQ, INC. (Exact name of |
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| August 10, 2023 |
Exhibit 99.1 IonQ Announces Second Quarter 2023 Financial Results Second Quarter Results of $5.5 Million in Revenue, Above High End of Range 2023 Full Year Revenue Outlook Increased to $18.9 Million to $19.3 Million Second Quarter Bookings of $28.0 Million Bring Bookings to $32.2 Million for the First Half 2023 Full Year Bookings Outlook Increased to $49 Million to $56 Million Established Company’ |
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| June 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 29, 2023 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) ( |
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| June 9, 2023 |
Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* IonQ, Inc. (Name of Issuer) Class A Common Stock, $.0001 par value (Title of Class of Securities) 46222L108 (CUSIP Number) Louis S. Citron, Esq. New Enterprise Associates 1954 Greenspring Drive, Suite 600, Timonium, MD 21093 (410) 842-4000 ( |
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| June 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| May 11, 2023 |
EX-99.1 Exhibit 99.1 IonQ Announces First Quarter 2023 Financial Results First Quarter Results of $4.3 Million in Revenue, Above High End of Range Achieves 2023 Technical Milestone of 29 Algorithmic Qubits with IonQ Forte, AI Work Published Completes Construction of IonQ Aria 2, Bringing Online Greater Capacity for Quantum Computing Customers Increases 2023 Full Year Revenue Outlook to $18.8 Milli |
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| May 11, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39694 IONQ, |
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| May 11, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2023 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 85-2992192 (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| April 28, 2023 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| April 28, 2023 |
DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 30, 2023 |
Exhibit 107 CALCULATION OF REGISTRATION FEE Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity IonQ, Inc. |
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| March 30, 2023 |
Power of Attorney (included in the signature page of this Registration Statement). S-8 As filed with the Securities and Exchange Commission on March 30, 2023 Registration No. |
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| March 30, 2023 |
EX-99.1 Exhibit 99.1 IonQ Announces Fourth Quarter and Full Year 2022 Financial Results and Provides Business Update Full Year Results of $11.1 Million in Revenue and $24.5 Million in Bookings Fourth Quarter Result of $3.8 Million in Revenue Meeting and Exceeding Both Technical and Commercial Milestones College Park, MD - IonQ (NYSE: IONQ), a leader in the quantum computing industry, today announc |
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| March 30, 2023 |
EX-10.30 Exhibit 10.30 Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. AMENDMENT # 6 TO EXCLUSIVE LICENSE AGREEMENT BETWEEN IONQ, INC., DUKE UNIVERSITY AND UNIVERSITIY OF MARYLAND This Amendment #6 to the Exclusive License Agreement entered into by and between |
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| March 30, 2023 |
Forms of Option Grant Notice and Option Agreement under 2021 Equity Incentive Plan. EX-10.14 Exhibit 10.14 IONQ, INC. STOCK OPTION GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) IonQ, Inc. (the “Company”), pursuant to the Company’s 2021 Equity Incentive Plan (the “Plan”), has granted to you (“Optionholder”) an option to purchase the number of shares of the Common Stock set forth below (the “Option”). Your Option is subject to all of the terms and conditions as set forth herein and in |
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| March 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-39694 IONQ, INC. (Exa |
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| March 30, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2023 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 85-2992192 (State or other jurisdiction of incorporation) (Commission File Number) |
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| March 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 17, 2023 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 85-2992192 (State or other jurisdiction of incorporation) (Commission File Number) |
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| March 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2023 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 85-2992192 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| March 6, 2023 |
EX-99.1 Exhibit 99.1 IonQ Poised for Aggressive Commercial Growth in 2023 Sets Date to Report on Momentum and Fourth Quarter 2022 Financial Results IonQ generated $25 million in 2022 bookings, achieving ~50% growth year-over-year IonQ to Report Fourth Quarter 2022 Financial Results on March 30, 2023 COLLEGE PARK, MD—March 6, 2023—Today, IonQ (NYSE: IONQ), a quantum computing industry leader, annou |
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| March 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2023 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 85-2992192 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| February 9, 2023 |
SC 13G 1 tv01183-ionqinc.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: IonQ Inc. Title of Class of Securities: Common Stock CUSIP Number: 46222L108 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule |
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| December 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 5, 2022 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 85-2992192 (State or other jurisdiction of incorporation) (Commission File Number |
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| November 22, 2022 |
As filed with the U.S. Securities and Exchange Commission on November 22, 2022. Table of Contents As filed with the U.S. Securities and Exchange Commission on November 22, 2022. Registration No. 333-260008 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S-1 ON FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IONQ, INC. (Exact name of registrant as specified in its charter) Delaware 7374 85-2992192 |
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| November 14, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39694 IO |
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| November 14, 2022 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-260008 PROSPECTUS SUPPLEMENT NO. 5 (To Prospectus dated April 8, 2022) Up to 105,086,092 Shares of Common Stock Up to 11,500,000 Shares of Common Stock Issuable Upon Exercise of Warrants Up to 4,000,000 Warrants to Purchase Common Stock This prospectus supplement supplements the prospectus, dated April 8, 2022 (the ?Prospectus |
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| November 14, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2022 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 85-2992192 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| November 14, 2022 |
Exhibit 99.1 IonQ Announces Third Quarter 2022 Financial Results Third Quarter Results of $2.8M in Revenue and $16.4M in Bookings, On Track for 2022 Targets Signs Groundbreaking $13.4M Contract with the U.S. Air Force Research Lab Achieves 2022 Technical Milestone of 25 Algorithmic Qubits, Increases Power of IonQ Aria by 4x Maintains 2022 Full Year Guidance College Park, MD - IonQ (NYSE: IONQ), a |
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| August 16, 2022 |
As filed with the Securities and Exchange Commission on August 15, 2022 As filed with the Securities and Exchange Commission on August 15, 2022 Registration No. |
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| August 16, 2022 |
Exhibit 107 CALCULATION OF REGISTRATION FEE Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity IonQ, Inc. |
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| August 16, 2022 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-260008 PROSPECTUS SUPPLEMENT NO. 4 (To Prospectus dated April 8, 2022) Up to 105,086,092 Shares of Common Stock Up to 11,500,000 Shares of Common Stock Issuable Upon Exercise of Warrants Up to 4,000,000 Warrants to Purchase Common Stock This prospectus supplement is being filed solely to update and supplement the prospectus da |
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| August 15, 2022 |
Exhibit 99.1 IonQ Announces Second Quarter 2022 Financial Results Enhances Computational Power of Cloud Offering by More Than 130,000x Increases Power of Aria by 8x, Vaulting from 20 to 23 Algorithmic Qubits Expects to Launch Aria Access on Microsoft Azure Tomorrow New Customers Include Airbus and Dow College Park, MD - IonQ (NYSE: IONQ), a leader in quantum computing, today announced financial re |
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| August 15, 2022 |
Exhibit 10.1 Form of RSU Agreement (Sell to Cover) IONQ, INC. RSU AWARD GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) IonQ, Inc. (the ?Company?) has awarded to you (the ?Participant?) the number of restricted stock units specified and on the terms set forth below in consideration of your services (the ?RSU Award?). Your RSU Award is subject to all of the terms and conditions as set forth herein and in |
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| August 15, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39694 IONQ, I |
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| August 15, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2022 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 85-2992192 (State or other jurisdiction of incorporation) (Commission File Number) |
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| July 22, 2022 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-260008 PROSPECTUS SUPPLEMENT NO. 3 (To Prospectus dated April 8, 2022) Up to 105,086,092 Shares of Common Stock Up to 11,500,000 Shares of Common Stock Issuable Upon Exercise of Warrants Up to 4,000,000 Warrants to Purchase Common Stock This prospectus supplement is being filed to supplement the prospectus dated April 8, 2022 (the ?Prospectus?) |
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| July 21, 2022 |
Exhibit 99.1 IonQ Appoints Kathy Chou to Board of Directors Veteran tech executive joins IonQ?s seasoned board of directors, bringing decades worth of engineering ops and enterprise experience COLLEGE PARK, MD ? July 12, 2022 - IonQ (NYSE: IONQ), an industry leader in quantum computing, today announced the appointment of Kathy Chou, SVP of SaaS Engineering at Nutanix, to the IonQ Board of Director |
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| July 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 11, 2022 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 85-2992192 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| June 6, 2022 |
Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* IonQ, Inc. (Name of Issuer) Class A Common Stock, $.0001 par value (Title of Class of Securities) 46222L108 (CUSIP Number) Louis S. Citron, Esq. New Enterprise Associates 1954 Greenspring Drive, Suite 600, Timonium, MD 21093 (410) 842-4000 ( |
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| May 26, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2022 IonQ, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39694 85-2992192 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I |
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| May 17, 2022 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-260008 PROSPECTUS SUPPLEMENT NO. 2 (To Prospectus dated April 8, 2022) Up to 105,086,092 Shares of Common Stock Up to 11,500,000 Shares of Common Stock Issuable Upon Exercise of Warrants Up to 4,000,000 Warrants to Purchase Common Stock This prospectus supplement supplements the prospectus, dated April 8, 2022 (the ?Prospectus |
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| May 16, 2022 |
Exhibit 10.3 Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. AMENDMENT #4 TO EXCLUSIVE LICENSE AGREEMENT BETWEEN IONQ, INC. AND UNIVERSITIY OF MARYLAND This Amendment #4 to the Exclusive License Agreement (Amendment) entered into by and between the University o |
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| May 16, 2022 |
Exhibit 99.1 IonQ Announces First Quarter 2022 Financial Results Revenue of $2.0 million Total contract bookings of $4.2 million Announces IonQ Forte, new ytterbium-based system featuring increased two-qubit gate fidelity College Park, MD - IonQ (NYSE: IONQ), a leader in quantum computing, today announced financial results for the quarter ended March 31, 2022. ?We continued to execute well in the |
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| May 16, 2022 |
Exhibit 10.2 Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. AMENDMENT #3 TO EXCLUSIVE LICENSE AGREEMENT BETWEEN IONQ, INC. AND UNIVERSITIY OF MARYLAND This Amendment #3 to the Exclusive License Agreement (Amendment) entered into by and between the University o |
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| May 16, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39694 IONQ, |
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| May 16, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2022 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 85-2992192 (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| May 16, 2022 |
Forms of Restricted Stock Unit Grant Notice and Award Agreement under the 2021 Equity Incentive Plan Exhibit 10.1 Form of RSU Agreement (Sell to Cover) IONQ, INC. RSU AWARD GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) IonQ, Inc. (the ?Company?) has awarded to you (the ?Participant?) the number of restricted stock units specified and on the terms set forth below in consideration of your services (the ?RSU Award?). Your RSU Award is subject to all of the terms and conditions as set forth herein and in |
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| May 10, 2022 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-260008 PROSPECTUS SUPPLEMENT NO. 1 (To Prospectus dated April 8, 2022) Up to 105,086,092 Shares of Common Stock Up to 11,500,000 Shares of Common Stock Issuable Upon Exercise of Warrants Up to 4,000,000 Warrants to Purchase Common Stock This prospectus supplement is being filed solely to update the information contained in the table in the ?Sel |
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| April 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| April 12, 2022 |
DEF 14A 1 d303186ddef14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Com |
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| April 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| April 8, 2022 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-260008 PROSPECTUS Up to 105,086,092 Shares of Common Stock Up to 11,500,000 Shares of Common Stock Issuable Upon Exercise of Warrants Up to 4,000,000 Warrants to Purchase Common Stock This prospectus relates to the issuance by us of an aggregate of up to 11,500,000 shares of our common stock, $0.0001 par value per share (the ? |
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| March 31, 2022 |
Power of Attorney (included on signature page of Post-Effective Amendment No. 1). Table of Contents As filed with the U.S. Securities and Exchange Commission on March 31, 2022. Registration No. 333-260008 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IONQ, INC. (Exact name of registrant as specified in its charter) Delaware 7374 85-2992192 (State or other |
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| March 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-3 |
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| March 28, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2022 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 85-2992192 (State or other jurisdiction of incorporation) (Commission File Number) |
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| March 28, 2022 |
Exhibit 10.34 IONQ, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Each member of the Board of Directors (the ?Board?) who is not also serving as an employee of or consultant to IonQ, Inc. (the ?Company?) or any of its subsidiaries (each such member, an ?Eligible Director?) will receive the compensation described in this Non-Employee Director Compensation Policy for his or her Board service follow |
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| March 28, 2022 |
Exhibit 10.29 Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. AMENDMENT # 5 TO EXCLUSIVE LICENSE AGREEMENT BETWEEN IONQ, INC. DUKE UNIVERSITY AND UNIVERSITIY OF MARYLAND This Amendment #5 to the Exclusive License Agreement entered into by and between Duke Unive |
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| March 28, 2022 |
Exhibit 99.1 IonQ Announces Full Year 2021 Financial Results and Provides Business Update Total contract bookings of $16.7M (5% beat) for the Full Year 2021 Total contract bookings of $1.5M (115% beat) in the Fourth Quarter 2021 Increases total contract bookings guidance midpoint 47% from $15M to $22M for 2022 ? Revenue of $2.1M (31% beat) for the Full Year 2021 Revenue of $1.6M (50% beat) in the |
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| March 28, 2022 |
Exhibit 10.30 Certain identified information marked with [***] has been excluded from the exhibit because it is both not material and is the type that the registrant treats as private or confidential. AMENDMENT #5 TO EXCLUSIVE LICENSE AGREEMENT BETWEEN IONQ, INC. AND UNIVERSITY OF MARYLAND This Amendment #5 to the Exclusive License Agreement (Amendment) entered into by and between the University o |
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| March 28, 2022 |
Exhibit 10.18 Form of RSU Agreement (Sell to Cover) IONQ, INC. RSU AWARD GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) IonQ, Inc. (the ?Company?) has awarded to you (the ?Participant?) the number of restricted stock units specified and on the terms set forth below in consideration of your services (the ?RSU Award?). Your RSU Award is subject to all of the terms and conditions as set forth herein and i |
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| March 28, 2022 |
Exhibit 4.3 DESCRIPTION OF SECURITIES The following is a summary of the rights of our common stock and preferred stock. This summary is qualified by reference to the complete text of i) our second amended and restated certificate of incorporation (?certificate of incorporation?) ii) bylaws and iii) Warrant Agreement (as defined below) which are filed as exhibits to this Annual Report on Form 10-K. |
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| March 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 14, 2022 |
EXHIBIT A Agreement of Joint Filing The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock of IonQ, Inc. |
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| February 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) IONQ, INC. (formerly dMY Technology Group, Inc. III) (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 46222L108 (CUSIP Number) DECEMBER 31, 2021 (Date of event which requires filing of this statement) Check the app |
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| February 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. )* IonQ, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 46222L108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuan |
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| February 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* IonQ, Inc (fka dMY Technology Group, Inc. III) (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 233278209 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the approp |
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| January 28, 2022 |
SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* IonQ, Inc. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 46222L108 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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| December 17, 2021 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-260008 PROSPECTUS SUPPLEMENT NO. 2 (To the Prospectus dated October 22, 2021) Up to 105,086,092 Shares of Common Stock Up to 11,500,000 Shares of Common Stock Issuable Upon Exercise of Warrants Up to 4,000,000 Warrants to Purchase Common Stock This prospectus supplement supplements the prospectus, dated October 22, 2021 (the ?Prospectus?), whic |
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| December 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IONQ, INC. (Exact name of registrant as specified in its charter) Delaware 84-2992192 (State or other jurisdiction of incorporation) (I.R.S. Employer Identification No.) 4505 Campus Drive College Park, MD 20740 (Address of principal executive offices) (Zip Code) |
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| December 17, 2021 |
Report of Independent Registered Public Accounting Firm Exhibit 99.1 Report of Independent Registered Public Accounting Firm To the Stockholders and the Board of Directors of IonQ, Inc. Opinion on the Financial Statements We have audited the accompanying balance sheets of IonQ, Inc. (the Company) as of December 31, 2020 and 2019, the related statements of operations and comprehensive loss, changes in convertible redeemable preferred stock, warrants and |
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| December 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2021 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 84-2992192 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| November 15, 2021 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-260008 PROSPECTUS SUPPLEMENT NO.1 (To the Prospectus dated October 22, 2021) Up to 105,086,092 Shares of Common Stock Up to 11,500,000 Shares of Common Stock Issuable Upon Exercise of Warrants Up to 4,000,000 Warrants to Purchase Common Stock This prospectus supplement supplements the prospectus, dated October 22, 2021 (the ?P |
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| November 15, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39694 IO |
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| November 15, 2021 |
Exhibit 99.1 IonQ Announces Third Quarter 2021 Financial Results TCV Bookings of $15.1 million year to date Increases guidance for 2021 TCV Bookings from $15 million to $15.8 million at the midpoint Industry benchmarks confirm superior performance of IonQ computers compared to competitors; technology reaches key scaling milestone with industry-first error correction demonstration Cloud partnership |
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| November 15, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 15, 2021 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 84-2992192 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| October 25, 2021 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-260008 PROSPECTUS Up to 105,086,092 Shares of Common Stock Up to 11,500,000 Shares of Common Stock Issuable Upon Exercise of Warrants Up to 4,000,000 Warrants to Purchase Common Stock This prospectus relates to the issuance by us of an aggregate of up to 11,500,000 shares of our common stock, $0.0001 par value per share (the ? |
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| October 22, 2021 |
As filed with the U.S. Securities and Exchange Commission on October 22, 2021. As filed with the U.S. Securities and Exchange Commission on October 22, 2021. Registration No. 333-260008 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IONQ, INC. (Exact name of registrant as specified in its charter) Delaware 7374 84-2992192 (State or other jurisdiction of incorporation |
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| October 21, 2021 |
SC 13D 1 nea15-ionq18545.htm NEW ENTERPRISE ASSOCIATES 15, L.P. / IONQ, INC. - SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* IonQ, Inc. (Name of Issuer) Class A Common Stock, $.0001 par value (Title of Class of Securities) 46222L108 (CUSIP Number) Louis S. Citron, Esq. New Enterprise A |
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| October 20, 2021 |
Table of Contents As filed with the U.S. Securities and Exchange Commission on October 20, 2021. Registration No. 333-260008 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IONQ, INC. (Exact name of registrant as specified in its charter) Delaware 7374 84-2992192 (State or other jurisdiction |
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| October 20, 2021 |
IONQ, INC. 4505 Campus Drive College Park, MD 20740 October 20, 2021 VIA EDGAR CORRESP 1 filename1.htm IONQ, INC. 4505 Campus Drive College Park, MD 20740 October 20, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: RE: IonQ, Inc. Registration Statement on Form S-1 File No. 333-260008 Acceleration Request Requested Date: October 22, 2021 Requested Time: 4:00 P.M. Eastern Time Ladie |
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| October 12, 2021 |
EXHIBIT 1 Agreement of Joint Filing The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock of IonQ, Inc. |
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| October 12, 2021 |
DMYI / dMY Technology Group, Inc. III / GV 2016, L.P. - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. )* IonQ, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 46222L108 (CUSIP Number) September 30, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursua |
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| October 4, 2021 |
Exhibit 10.16 IONQ, INC. 2021 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: AUGUST 9, 2021 APPROVED BY THE STOCKHOLDERS: SEPTEMBER 28, 2021 1. GENERAL. (a) Plan Purpose. The Company, by means of the Plan, seeks to secure and retain the services of Employees, Directors and Consultants, to provide incentives for such persons to exert maximum efforts for the success of the Company and any |
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| October 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2021 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 84-2992192 (State or other jurisdiction of incorporation) (Commission File Numb |
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| October 4, 2021 |
Amended and Restated Bylaws of IonQ, Inc. Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF IONQ, INC. (A DELAWARE CORPORATION) ARTICLE I OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Delaware shall be as set forth in the Amended and Restated Certificate of Incorporation of the corporation, as the same may be amended or restated from time to time (the ?Certificate of Incorporation?). Section 2. Ot |
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| October 4, 2021 |
Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 28, 2021 IonQ, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39694 84-2992192 (State or other jurisdiction of incorporation) (Commission File Numb |
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| October 4, 2021 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.4 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of Legacy IonQ?s financial condition and results of operations together with our financial statements and related notes included elsewhere in this Form 8-K and dMY?s final prospectus filed with the Securities and Exchange Commission (?SEC?) under |
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| October 4, 2021 |
Exhibit 10.14 IONQ, INC. 2015 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: SEPTEMBER 29, 2015 APPROVED BY THE STOCKHOLDERS: SEPTEMBER 29, 2015 TERMINATION DATE: SEPTEMBER 28, 2025 1. GENERAL. (a) Eligible Stock Award Recipients. The persons eligible to receive Stock Awards are Employees, Directors and Consultants. (b) Available Stock Awards. The Plan provides for the grant of the follo |
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| October 4, 2021 |
Exhibit 99.2 Index to IonQ, Inc. Financial Statements Page Financial Statements (unaudited) Condensed Balance Sheets as of June 30, 2021 and December 31, 2020 F-2 Condensed Statements of Operations and Comprehensive Loss for the Three and Six Months Ended June 30, 2021 and 2020 F-3 Condensed Statements of Changes in Convertible Redeemable Preferred Stock, Warrants and Stockholders? Deficit for the |
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| October 4, 2021 |
Letter from WithiumSmith+Brown, PC. Exhibit 16.1 WithumSmith+Brown, PC New York, New York October 4, 2021 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements of IonQ, Inc. (f/k/a dMY Technology Group, Inc. III) included under Item 4.01 of its Form 8-K dated October 4, 2021. We agree with the statements concerning our Firm under Item 4.01 |
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| October 4, 2021 |
Amended and Restated Certificate of Incorporation of IonQ, Inc. Exhibit 31 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF DMY TECHNOLOGY GROUP, INC. |
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| October 4, 2021 |
2021 Employee Stock Purchase Plan. Exhibit 10.19 IONQ, INC. 2021 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: AUGUST 9, 2021 APPROVED BY THE STOCKHOLDERS: SEPTEMBER 28, 2021 1. GENERAL; PURPOSE. (a) The Plan provides a means by which Eligible Employees of the Company and certain Designated Companies may be given an opportunity to purchase shares of Common Stock. The Plan permits the Company to grant a series of P |
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| October 4, 2021 |
Exhibit 10.18 IONQ, INC. RSU AWARD GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) IonQ, Inc. (the ?Company?) has awarded to you (the ?Participant?) the number of restricted stock units specified and on the terms set forth below in consideration of your services (the ?RSU Award?). Your RSU Award is subject to all of the terms and conditions as set forth herein and in the IonQ, Inc. 2021 Equity Incentive |
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| October 4, 2021 |
UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION Exhibit 99.3 UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION Defined terms included below have the same meaning as terms defined and included elsewhere in the Current Report on Form 8-K (the ?Form 8-K?) filed by the Company with the Securities and Exchange Commission (the ?SEC?) on September 30, 2021. Unless the context otherwise requires, ?Legacy IonQ? refers to IonQ, Inc. prior to the Closing |
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| October 4, 2021 |
Exhibit 10.1 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (as it may be amended, supplemented or restated from time to time in accordance with the terms of this Registration Rights Agreement, the ?Agreement?), dated as of September 30, 2021 (the ?Effective Date?), is made by and among: (i) dMY Sponsor III, LLC, a Delaware limited liabil |
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| October 4, 2021 |
EX-99.25 2 ruleprovisionnotice.htm NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on October 15, 2021, pursuant to the provisions of Rule 12d2-2 (a). [ X ] 17 CFR 240.12d |
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| October 4, 2021 |
Exhibit 99.1 dMY Technology Group, Inc. III and IonQ, Inc. Announce Closing of Business Combination First Day of Trading on the NYSE Under Ticker ?IONQ? Tomorrow, October 1, 2021 September 30, 2021 ? COLLEGE PARK, MD ? IonQ, Inc. (?IonQ?), a leader in quantum computing, today announced the closing of its previously announced business combination with dMY Technology Group, Inc. III (?dMY III?) (NYS |
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| October 4, 2021 |
Exhibit 21.1 List of Subsidiaries Subsidiary Jurisdiction IonQ Quantum, Inc. Delaware |
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| October 4, 2021 |
Exhibit 10.20 AMENDED AND RESTATED OFFICE LEASE UNIVERSITY OF MARYLAND, COLLEGE PARK and IONQ, INC. March 12, 2020 TABLE OF CONTENTS Page BASIC LEASE PROVISIONS 4 STANDARD LEASE PROVISIONS 8 ARTICLE 1 PREMISES 8 ARTICLE 2 TERM 8 ARTICLE 3 RENT; LATE CHARGES 8 ARTICLE 4 SECURITY DEPOSIT 9 ARTICLE 5 USE OF PREMISES 10 ARTICLE 6 UTILITIES AND SERVICES 12 ARTICLE 7 MAINTENANCE AND REPAIRS 12 ARTICLE 8 |
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| October 4, 2021 |
Forms of Option Grant Notice and Option Agreement under 2021 Equity Incentive Plan. Exhibit 10.17 IONQ, INC. STOCK OPTION GRANT NOTICE (2021 EQUITY INCENTIVE PLAN) IonQ, Inc. (the ?Company?), pursuant to the Company?s 2021 Equity Incentive Plan (the ?Plan?), has granted to you (?Optionholder?) an option to purchase the number of shares of the Common Stock set forth below (the ?Option?). Your Option is subject to all of the terms and conditions as set forth herein and in the Plan, |
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| October 4, 2021 |
Form of Stock Option Grant Notice and Option Agreement under 2015 Equity Incentive Plan. Exhibit 10.15 IONQ, INC. STOCK OPTION GRANT NOTICE (2015 EQUITY INCENTIVE PLAN) ionQ, Inc., a Delaware corporation (the ?Company?), pursuant to its 2015 Equity Incentive Plan (as amended, the ?Plan?), hereby grants to Optionholder an option to purchase the number of shares of the Company?s Common Stock set forth below. This option is subject to all of the terms and conditions as set forth in this |
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| October 4, 2021 |
Table of Contents As filed with the U.S. Securities and Exchange Commission on October 4, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IONQ, INC. (Exact name of registrant as specified in its charter) Delaware 7374 84-2992192 (State or other jurisdiction of incorporation or organ |
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| October 4, 2021 |
Form of Indemnification Agreement of IonQ, Inc. Exhibit 10.13 IONQ, INC. INDEMNIFICATION AGREEMENT This INDEMNIFICATION AGREEMENT (this ?Agreement?) is dated as of , 20 and is between IonQ, Inc., a Delaware corporation (the ?Company?), and (?Indemnitee?). RECITALS A. Indemnitee?s service to the Company substantially benefits the Company. B. Individuals are reluctant to serve as directors or officers of corporations or in certain other capacitie |
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| October 1, 2021 |
Filing pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Filer: dMY Technology Group, Inc. |
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| September 28, 2021 |
Filing pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Filer: dMY Technology Group, Inc. |
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| September 27, 2021 |
Filing pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Filer: dMY Technology Group, Inc. |
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| September 23, 2021 |
IonQ and GE Research Partner to Explore How Quantum Computing Could Impact Risk Management 425 1 d197478d425.htm 425 Filing pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Filer: dMY Technology Group, Inc. III Subject Company: dMY Technology Group, Inc. III Filer’s Commission File Number: 1-39694 Date: September 23, 2021 IonQ and GE Research Partner to Explore How Quantum Computing Cou |
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| September 22, 2021 |
425 1 d197478d425.htm 425 Filing pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Filer: dMY Technology Group, Inc. III Subject Company: dMY Technology Group, Inc. III Filer’s Commission File Number: 1-39694 Date: September 22, 2021 IonQ and Fidelity Center for Applied Technology Demonstrate Quant |
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| September 22, 2021 |
Filing pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Filer: dMY Technology Group, Inc. |
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| September 22, 2021 |
Filing pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Filer: dMY Technology Group, Inc. |
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| September 20, 2021 |
Filing pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Filer: dMY Technology Group, Inc. |
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| September 17, 2021 |
Filing pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Filer: dMY Technology Group, Inc. |
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| September 15, 2021 |
425 Filing pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Filer: dMY Technology Group, Inc. |
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| September 13, 2021 |
425 Filing pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Filer: dMY Technology Group, Inc. |
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| September 8, 2021 |
425 1 d199314d425.htm 425 Filing pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Filer: dMY Technology Group, Inc. III Subject Company: dMY Technology Group, Inc. III Filer’s Commission File Number: 1-39694 Date: September 8, 2021 IonQ and University of Maryland Establish First-of-Its-Kind Nation |
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| August 24, 2021 |
425 1 d216170d425.htm 425 Filing pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Filer: dMY Technology Group, Inc. III Subject Company: dMY Technology Group, Inc. III Filer’s Commission File Number: 1-39694 Date: August 23, 2021 Absolute Return Podcast #168: Leadership Chat: IonQ CEO Peter Chapma |
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| August 16, 2021 |
425 1 d215660d425.htm 425 Filing pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Filer: dMY Technology Group, Inc. III Subject Company: dMY Technology Group, Inc. III Filer’s Commission File Number: 1-39694 Date: August 16, 2021 dMY Technology Group III and IonQ Announce Effectiveness of Registra |
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| August 16, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to DMY TECHNOLOGY GROUP, INC. |
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| August 12, 2021 |
dMY Technology Group, Inc. III 1180 North Town Center Drive, Suite 100 Las Vegas, Nevada 89144 424B3 1 d70340d424b3.htm 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-254840 dMY Technology Group, Inc. III 1180 North Town Center Drive, Suite 100 Las Vegas, Nevada 89144 Dear dMY Technology Group, Inc. III Stockholder: We cordially invite you to attend a special meeting (“Special Meeting”) of the stockholders of dMY Technology Group, Inc. III, a Delaware corporat |
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| August 11, 2021 |
As filed with the U.S. Securities and Exchange Commission on August 10, 2021 S-4/A 1 d70340ds4a.htm S-4/A Table of Contents As filed with the U.S. Securities and Exchange Commission on August 10, 2021 Registration No. 333-254840 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 dMY Technology Group, Inc. III (Exact Name of Registrant as Specified in its Certificate of |
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| August 11, 2021 |
EX-99.6 4 d70340dex996.htm EX-99.6 Exhibit 99.6 P R O X Y FOR THE SPECIAL MEETING OF STOCKHOLDERS OF DMY TECHNOLOGY GROUP, INC. III THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS The undersigned hereby appoints Harry You and Niccolo de Masi (the “Proxies”), and each of them independently, with full power of substitution, as proxies to vote all of the shares of Common Stock of dMY Tech |
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| August 11, 2021 |
Specimen Common Stock Certificate. Exhibit 4.4 SEE REVERSE FOR IMPORTANT NOTICE REGARDING OWNERSHIP AND TRANSFER RESTRICTIONS AND CERTAIN OTHER INFORMATION INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE THIS CERTIFIES THAT SPECIMEN IS THE OWNER OF FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK. $0.0001 PAR VALUE, OF IonQ, Inc. transferable on the books of the Corporation in person or by attorney upon surrender of this c |
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| August 10, 2021 |
dMY Technology Group, Inc. III 1180 North Town Center Drive, Suite 100 Las Vegas, Nevada 89144 dMY Technology Group, Inc. III 1180 North Town Center Drive, Suite 100 Las Vegas, Nevada 89144 August 10, 2021 BY EDGAR Mr. Matthew Derby Ms. Jan Woo Mr. Ryan Rohn Mr. Craig Wilson Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: dMY Technology Group, Inc. III Registration Statement on Form S-4, as amended File No. 333-254840 Dea |
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| August 5, 2021 |
Consent of Jungsang Kim to be named as a director of the Combined Company. Exhibit 99.2 August 4, 2021 dMY Technology Group, Inc. III 1180 North Town Center Drive, Suite 100 Las Vegas, NV 89144 Consent to Reference in Proxy Statement/Prospectus dMY Technology Group, Inc. III (the ?Company?) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?). In connection therewith |
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| August 5, 2021 |
IonQ, Inc. Change in Control Severance Plan and Summary Plan Description Exhibit 10.36 IONQ, INC. CHANGE IN CONTROL SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION APPROVED BY THE BOARD OF DIRECTORS: July 22, 2021 1. Introduction. The purpose of this IonQ, Inc. Change in Control Severance Plan (the ?Plan?) is to provide assurances of specified severance benefits to eligible executives of the Company whose employment is terminated by the Company or a successor under certain |
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| August 5, 2021 |
Consent of Peter Chapman to be named as a director of the Combined Company. EX-99.1 5 d70340dex991.htm EX-99.1 Exhibit 99.1 August 4, 2021 dMY Technology Group, Inc. III 1180 North Town Center Drive, Suite 100 Las Vegas, NV 89144 Consent to Reference in Proxy Statement/Prospectus dMY Technology Group, Inc. III (the “Company”) is filing a Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securi |
