{"filing":{"accession_number":"0001907982-26-000141","cik":"0001907982","ticker":"QBTS","company_name":"D-Wave Quantum Inc.","form":"8-K","filing_date":"2026-09-08","report_date":"2026-09-04","primary_document":"qbts-20260904.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1907982/000190798226000141/qbts-20260904.htm"},"events":[{"id":31759,"run_id":29161,"accession_number":"0001907982-26-000141","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"summary":"D-Wave entered into a definitive Other Transaction Agreement with the U.S. Department of Commerce under the CHIPS and Science Act for up to $100 million in funding for quantum computing R\u0026D, coupled with issuance of 7,095,721 shares of common stock to the Department at $14.093 per share, representing a material capital transaction and strategic partnership with significant equity dilution.","company_name":"D-Wave Quantum Inc.","ticker":"QBTS","filing_date":"2026-09-08","form":"8-K","submitted_at":null,"items":[{"id":34736,"accession_number":"0001907982-26-000141","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"D-Wave entered into a definitive Other Transaction Agreement (OTA) with the U.S. Department of Commerce under the CHIPS and Science Act for up to $100 million in funding for quantum computing R\u0026D, coupled with issuance of 7,095,721 shares of common stock to the Department at $14.093 per share. While this is not a traditional M\u0026A transaction, it represents a material capital transaction and strategic partnership involving significant equity dilution and government involvement that would affect a reasonable investor's assessment of the company's capital structure, ownership, and strategic direction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T11:02:43.693443+00:00","company_name":"","ticker":null,"filing_date":""},{"id":34737,"accession_number":"0001907982-26-000141","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"operational_other","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"D-Wave announced execution of a definitive agreement with the U.S. Department of Commerce for up to $100 million in CHIPS and Science Act funding to accelerate R\u0026D for quantum computing systems. While this is a material government grant/partnership that will fund significant R\u0026D initiatives and result in a minority equity stake to the Department, it does not fit neatly into the specific financial categories (debt_issuance, dilutive_issuance, ma_activity). The equity stake to the Department is a condition of the funding but is secondary to the primary operational/strategic nature of the government partnership and R\u0026D acceleration program. This is best classified as an operational/strategic milestone rather than a pure financial transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T11:02:43.693443+00:00","company_name":"","ticker":null,"filing_date":""},{"id":34738,"accession_number":"0001907982-26-000141","item_number":"8.01","item_title":"Other Events.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"D-Wave has executed a definitive agreement (SIA) with the U.S. Department of Commerce to receive up to $100 million in CHIPS and Science Act funding in exchange for issuing equity shares to the Department at a discount to current market price. The filing explicitly states \"The anticipated issuance of the Shares to the Department at a discount to the current market price of the Company's common stock is expected to be dilutive to existing stockholders\" and notes the Department will receive \"a minority, non-controlling equity stake.\" This is a material dilutive equity issuance, though the primary driver is government funding rather than a traditional capital raise.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T11:02:43.693443+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":34736,"accession_number":"0001907982-26-000141","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"D-Wave entered into a definitive Other Transaction Agreement (OTA) with the U.S. Department of Commerce under the CHIPS and Science Act for up to $100 million in funding for quantum computing R\u0026D, coupled with issuance of 7,095,721 shares of common stock to the Department at $14.093 per share. While this is not a traditional M\u0026A transaction, it represents a material capital transaction and strategic partnership involving significant equity dilution and government involvement that would affect a reasonable investor's assessment of the company's capital structure, ownership, and strategic direction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T11:02:43.693443+00:00","company_name":"D-Wave Quantum Inc.","ticker":"QBTS","filing_date":"2026-09-08"},{"id":34737,"accession_number":"0001907982-26-000141","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"operational_other","event_domain":"operational","is_material":true,"confidence":0.75,"reasoning":"D-Wave announced execution of a definitive agreement with the U.S. Department of Commerce for up to $100 million in CHIPS and Science Act funding to accelerate R\u0026D for quantum computing systems. While this is a material government grant/partnership that will fund significant R\u0026D initiatives and result in a minority equity stake to the Department, it does not fit neatly into the specific financial categories (debt_issuance, dilutive_issuance, ma_activity). The equity stake to the Department is a condition of the funding but is secondary to the primary operational/strategic nature of the government partnership and R\u0026D acceleration program. This is best classified as an operational/strategic milestone rather than a pure financial transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T11:02:43.693443+00:00","company_name":"D-Wave Quantum Inc.","ticker":"QBTS","filing_date":"2026-09-08"},{"id":34738,"accession_number":"0001907982-26-000141","item_number":"8.01","item_title":"Other Events.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"D-Wave has executed a definitive agreement (SIA) with the U.S. Department of Commerce to receive up to $100 million in CHIPS and Science Act funding in exchange for issuing equity shares to the Department at a discount to current market price. The filing explicitly states \"The anticipated issuance of the Shares to the Department at a discount to the current market price of the Company's common stock is expected to be dilutive to existing stockholders\" and notes the Department will receive \"a minority, non-controlling equity stake.\" This is a material dilutive equity issuance, though the primary driver is government funding rather than a traditional capital raise.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T11:02:43.693443+00:00","company_name":"D-Wave Quantum Inc.","ticker":"QBTS","filing_date":"2026-09-08"}]}