organization · Reporting owner
STONE STREET 2014 HOLDINGS, L.P.
Disclosed activity across 1 company
Sign in to followReported relationships
Latest disclosed role at each company.
| Company | Last reported as | Report date | Published |
|---|---|---|---|
| D-Wave Quantum Inc.QBTS · Entity 3778 | 10% owner | August 10, 2022 | March 25, 2023 |
Disclosed balances
About these balances
Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.
D-Wave Quantum Inc.
Report date August 10, 2022 · Filed March 25, 2023
Jointly reported with GOLDMAN SACHS GROUP INC, 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P., GOLDMAN SACHS & CO. LLC, Broad Street Principal Investments, L.L.C., Bridge Street 2014, L.P., MBD 2014, L.P.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common Stock, par value $0.0001 per shareSEC Table I · non-derivative | IndirectSee Footnotes | 7,939,776 |
Last balance in matching sequence
After 2022-09-02 transaction · row 28
Source-order balances reconcile. Account continuity and personal attribution are not independently verified.
28 source rowsRow 1 · 2022-08-10 · Purchase · Acquired 19,100 · Balance 7,958,246 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 2 · 2022-08-10 · Sale · Disposed 19,100 · Balance 7,939,146 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 3 · 2022-08-10 · Purchase · Acquired 500 · Balance 7,939,646 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 4 · 2022-08-10 · Sale · Disposed 500 · Balance 7,939,146 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 5 · 2022-08-11 · Purchase · Acquired 54 · Balance 7,939,200 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 6 · 2022-08-11 · Sale · Disposed 1 · Balance 7,939,199 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 7 · 2022-08-11 · Sale · Disposed 54 · Balance 7,939,145 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 8 · 2022-08-11 · Purchase · Acquired 1 · Balance 7,939,146 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 9 · 2022-08-12 · Sale · Disposed 24 · Balance 7,939,122 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 10 · 2022-08-12 · Purchase · Acquired 13 · Balance 7,939,135 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 11 · 2022-08-12 · Sale · Disposed 13 · Balance 7,939,122 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 12 · 2022-08-12 · Purchase · Acquired 24 · Balance 7,939,146 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 13 · 2022-08-16 · Sale · Disposed 100 · Balance 7,939,046 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 14 · 2022-08-16 · Purchase · Acquired 100 · Balance 7,939,146 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 15 · 2022-08-19 · Purchase · Acquired 29 · Balance 7,939,175 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 16 · 2022-08-19 · Sale · Disposed 29 · Balance 7,939,146 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 17 · 2022-08-23 · Purchase · Acquired 100 · Balance 7,939,246 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 18 · 2022-08-23 · Sale · Disposed 100 · Balance 7,939,146 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 19 · 2022-08-24 · Sale · Disposed 14 · Balance 7,939,132 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 20 · 2022-08-24 · Purchase · Acquired 14 · Balance 7,939,146 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 21 · 2022-08-31 · Sale · Disposed 64 · Balance 7,939,082 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 22 · 2022-08-31 · Purchase · Acquired 64 · Balance 7,939,146 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 23 · 2022-08-31 · Purchase · Acquired 64 · Balance 7,939,210 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 24 · 2022-08-31 · Sale · Disposed 64 · Balance 7,939,146 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 25 · 2022-09-02 · Purchase · Acquired 255 · Balance 7,939,401 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 26 · 2022-09-02 · Purchase · Acquired 51 · Balance 7,939,452 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 27 · 2022-09-02 · Purchase · Acquired 102 · Balance 7,939,554 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Row 28 · 2022-09-02 · Purchase · Acquired 222 · Balance 7,939,776 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. |
| WarrantsSEC Table II · derivative / convertible security | IndirectSee Footnotes | 6,366 |
Reported balance
After 2022-12-13 transaction · row 29
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 29 · 2022-12-13 · Purchase · Acquired 6,366 · Balance 6,366 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F5: Each warrant of the Issuer entitles the holder to purchase 1.4541326 Common Shares at $11.50. The warrants are exercisable commencing on September 4, 2022. The warrants will expire on August 5, 2027, or earlier upon redemption or liquidation. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. |
| WarrantsSEC Table II · derivative / convertible security | IndirectSee Footnotes | 0 |
Reported balance
After 2022-12-13 transaction · row 30
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 30 · 2022-12-13 · Sale · Disposed 6,366 · Balance 0 F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F5: Each warrant of the Issuer entitles the holder to purchase 1.4541326 Common Shares at $11.50. The warrants are exercisable commencing on September 4, 2022. The warrants will expire on August 5, 2027, or earlier upon redemption or liquidation. F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. |
Filing footnotes · ownership attribution and instrument terms
F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares")
F2: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16.
F3: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer.
F4: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable.
F5: Each warrant of the Issuer entitles the holder to purchase 1.4541326 Common Shares at $11.50. The warrants are exercisable commencing on September 4, 2022. The warrants will expire on August 5, 2027, or earlier upon redemption or liquidation.
Transaction history
JSON APIPurchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”
The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.
| Transaction date | Company | Activity / security | Shares / units | Reported price | Reported value | Details |
|---|---|---|---|---|---|---|
| December 13, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | SaleWarrants · Derivative | 6,366 | $0.14 | $886.78 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · derivative · entry 30 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 0 Underlying: Common Stock, par value $0.0001 per share · 9,257 shares Expires not disclosed F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F5 · derivative.exercise_price: Each warrant of the Issuer entitles the holder to purchase 1.4541326 Common Shares at $11.50. The warrants are exercisable commencing on September 4, 2022. The warrants will expire on August 5, 2027, or earlier upon redemption or liquidation. F5 · price: Each warrant of the Issuer entitles the holder to purchase 1.4541326 Common Shares at $11.50. The warrants are exercisable commencing on September 4, 2022. The warrants will expire on August 5, 2027, or earlier upon redemption or liquidation. F5 · derivative.exercise_date: Each warrant of the Issuer entitles the holder to purchase 1.4541326 Common Shares at $11.50. The warrants are exercisable commencing on September 4, 2022. The warrants will expire on August 5, 2027, or earlier upon redemption or liquidation. F5 · derivative.expiration_date: Each warrant of the Issuer entitles the holder to purchase 1.4541326 Common Shares at $11.50. The warrants are exercisable commencing on September 4, 2022. The warrants will expire on August 5, 2027, or earlier upon redemption or liquidation. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| December 13, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseWarrants · Derivative | 6,366 | $0.14 | $886.78 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · derivative · entry 29 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 6,366 Underlying: Common Stock, par value $0.0001 per share · 9,257 shares Expires not disclosed F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F5 · derivative.exercise_price: Each warrant of the Issuer entitles the holder to purchase 1.4541326 Common Shares at $11.50. The warrants are exercisable commencing on September 4, 2022. The warrants will expire on August 5, 2027, or earlier upon redemption or liquidation. F5 · price: Each warrant of the Issuer entitles the holder to purchase 1.4541326 Common Shares at $11.50. The warrants are exercisable commencing on September 4, 2022. The warrants will expire on August 5, 2027, or earlier upon redemption or liquidation. F5 · derivative.exercise_date: Each warrant of the Issuer entitles the holder to purchase 1.4541326 Common Shares at $11.50. The warrants are exercisable commencing on September 4, 2022. The warrants will expire on August 5, 2027, or earlier upon redemption or liquidation. F5 · derivative.expiration_date: Each warrant of the Issuer entitles the holder to purchase 1.4541326 Common Shares at $11.50. The warrants are exercisable commencing on September 4, 2022. The warrants will expire on August 5, 2027, or earlier upon redemption or liquidation. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| September 02, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseCommon Stock, par value $0.0001 per share | 222 | $6.13 | $1,361.93 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 28 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,776 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| September 02, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseCommon Stock, par value $0.0001 per share | 102 | $6.22 | $634.38 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 27 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,554 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| September 02, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseCommon Stock, par value $0.0001 per share | 51 | $6.17 | $314.42 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 26 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,452 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| September 02, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseCommon Stock, par value $0.0001 per share | 255 | $6.30 | $1,605.66 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 25 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,401 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 31, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | SaleCommon Stock, par value $0.0001 per share | 64 | $6.68 | $427.52 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 24 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,146 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 31, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseCommon Stock, par value $0.0001 per share | 64 | $6.68 | $427.52 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 23 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,210 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 31, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseCommon Stock, par value $0.0001 per share | 64 | $7.01 | $448.64 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 22 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,146 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 31, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | SaleCommon Stock, par value $0.0001 per share | 64 | $6.39 | $408.96 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 21 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,082 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 24, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseCommon Stock, par value $0.0001 per share | 14 | $8.88 | $124.32 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 20 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,146 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 24, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | SaleCommon Stock, par value $0.0001 per share | 14 | $8.88 | $124.32 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 19 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,132 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 23, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | SaleCommon Stock, par value $0.0001 per share | 100 | $8.05 | $805.00 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 18 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,146 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 23, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseCommon Stock, par value $0.0001 per share | 100 | $8.05 | $805.00 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 17 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,246 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 19, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | SaleCommon Stock, par value $0.0001 per share | 29 | $8.95 | $259.55 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 16 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,146 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 19, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseCommon Stock, par value $0.0001 per share | 29 | $8.95 | $259.55 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 15 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,175 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 16, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseCommon Stock, par value $0.0001 per share | 100 | $10.45 | $1,045.00 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 14 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,146 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 16, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | SaleCommon Stock, par value $0.0001 per share | 100 | $10.45 | $1,045.00 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 13 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,046 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 12, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseCommon Stock, par value $0.0001 per share | 24 | $11.14 | $267.36 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 12 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,146 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 12, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | SaleCommon Stock, par value $0.0001 per share | 13 | $11.36 | $147.68 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 11 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,122 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 12, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseCommon Stock, par value $0.0001 per share | 13 | $11.36 | $147.68 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 10 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,135 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 12, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | SaleCommon Stock, par value $0.0001 per share | 24 | $11.14 | $267.36 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 9 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,122 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 11, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseCommon Stock, par value $0.0001 per share | 1 | $12.10 | $12.10 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 8 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,146 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 11, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | SaleCommon Stock, par value $0.0001 per share | 54 | $11.79 | $636.66 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 7 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,145 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 11, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | SaleCommon Stock, par value $0.0001 per share | 1 | $12.10 | $12.10 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 6 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,199 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 11, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseCommon Stock, par value $0.0001 per share | 54 | $11.79 | $636.66 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 5 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,200 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 10, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | SaleCommon Stock, par value $0.0001 per share | 500 | $12.00 | $6,000.00 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 4 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,146 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 10, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseCommon Stock, par value $0.0001 per share | 500 | $12.00 | $6,000.00 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 3 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,646 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 10, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | SaleCommon Stock, par value $0.0001 per share | 19,100 | $12.01 | $229,444.48 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 2 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,939,146 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
| August 10, 2022 Filed Mar 25, 2023 01:14 UTC | D-Wave Quantum Inc. QBTS · Entity 3778 | PurchaseCommon Stock, par value $0.0001 per share | 19,100 | $12.01 | $229,444.48 |
DisclosureSEC source: 0000899243-23-009615 · doc4.xml · nonDerivative · entry 1 GOLDMAN SACHS GROUP INC · CIK 0000886982 · 10% owner 2014 EMPLOYEE OFFSHORE AGGREGATOR, L.P. · CIK 0001967298 · 10% owner STONE STREET 2014 HOLDINGS, L.P. · CIK 0001967645 · 10% owner GOLDMAN SACHS & CO. LLC · CIK 0000769993 · 10% owner Broad Street Principal Investments, L.L.C. · CIK 0001575993 · 10% owner Bridge Street 2014, L.P. · CIK 0001601462 · 10% owner MBD 2014, L.P. · CIK 0001601463 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · See Footnotes Disclosed balance after: 7,958,246 F1 · security: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · security: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · security: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F1 · balance_after: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · balance_after: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · balance_after: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · balance_after: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. F1 · ownership.nature: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co. LLC ("Goldman Sachs"), Broad Street Principal Investments, L.L.C. ("BSPI"), 2014 Employee Offshore Aggregator, L.P. ("2014 EOA"), Bridge Street 2014, L.P. ("Bridge Street 2014"), MBD 2014, L.P. ("MBD 2014") and Stone Street 2014 Holdings, L.P. ("Stone Street 2014") (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Securities Exchange Act of 1934 (the "Exchange Act"), or for any other purpose. This filing is being made based on there being 63,096,354 shares of common stock, par value $0.0001, of D-Wave Quantum Inc. (the "Issuer", such stock, the "Common Shares") F2 · ownership.nature: (Continued from Footnote 1) outstanding as reported in the Issuer's Form 10-Q for the quarter ended September 30, 2022 (the "Form 10-Q"). The Form 10-Q also discloses on the cover page that there are 48,409,641 outstanding exchangeable shares and appears to treat the Common Shares and exchangeable shares as one class of equity security. If the Common Shares and exchangeable shares are treated as one class of equity security, the Reporting Persons are not greater than 10% beneficial owners for Section 16 purposes. In light of the ambiguity in the Issuer's filings with the Securities and Exchange Commission, the Reporting Persons are filing this Form 4 as a precatory matter and do not thereby admit they are greater than 10% beneficial owners or subject to Section 16. F3 · ownership.nature: Without conceding its status as a greater than 10% beneficial owner or that the reported transactions, including any riskless principal trades in connection with client trade facilitation in the ordinary course of business, are subject to liability under Section 16(b) of the Exchange Act, the amount of profit potentially recoverable by the Issuer from the reported transactions in the event that the Reporting Persons were greater than 10% beneficial owners and the transactions were subject to Section 16(b) has been remitted to the Issuer. F4 · ownership.nature: Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 7,939,146 Common Shares of the Issuer by reason of the direct or indirect beneficial ownership of such shares as follows: (i) 7,234,875 Common Shares held by BSPI, (ii) 174,351 Common Shares held by 2014 EOA, (iii) 294,912 Common Shares held by Bridge Street 2014, (iv) 97,147 Common Shares held by MBD 2014 and (v) 137,861 Common Shares held by Stone Street 2014 (BSPI, 2014 EOA, Bridge Street 2014, MBD 2014 and Stone Street 2014 together, the "GS Entities") because Goldman Sachs is a wholly owned subsidiary of GS Group, and affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or investment manager of each of the GS Entities, as applicable. Read SEC document |
Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.