0001209191-22-003744.txt : 20220119 0001209191-22-003744.hdr.sgml : 20220119 20220119163835 ACCESSION NUMBER: 0001209191-22-003744 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220114 FILED AS OF DATE: 20220119 DATE AS OF CHANGE: 20220119 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: de Masi Niccolo CENTRAL INDEX KEY: 0001480011 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39694 FILM NUMBER: 22539280 MAIL ADDRESS: STREET 1: 500 HOWARD ST., SUITE 300 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: IonQ, Inc. CENTRAL INDEX KEY: 0001824920 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 852992192 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4505 CAMPUS DRIVE CITY: COLLEGE PARK STATE: MD ZIP: 20740 BUSINESS PHONE: (301) 298-7997 MAIL ADDRESS: STREET 1: 4505 CAMPUS DRIVE CITY: COLLEGE PARK STATE: MD ZIP: 20740 FORMER COMPANY: FORMER CONFORMED NAME: dMY Technology Group, Inc. III DATE OF NAME CHANGE: 20200915 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-01-14 0 0001824920 IonQ, Inc. IONQ 0001480011 de Masi Niccolo C/O IONQ, INC. 4505 CAMPUS DRIVE COLLEGE PARK MD 20740 1 0 0 0 Common Stock 2022-01-14 4 A 0 3750 0.00 A 3750 D Stock Option (right to buy) 12.93 2022-01-14 4 A 0 8320 0.00 A 2032-01-14 Common Stock 8320 8320 D Represents a restricted stock unit ("RSU") award. The RSUs will vest in full on the earlier of (i) the date of the 2022 Annual Meeting (or the date immediately prior to the 2022 Annual Meeting if the Reporting Person's service as a director ends at such Annual Meeting due to the Reporting Person's failure to be re-elected or the director not standing for re-election), or (ii) January 14, 2023, subject in all cases to the Reporting Person's continued service as a member of the Board of Director through such vesting date. The option will vest in full on the earlier of (i) the date of the 2022 Annual Meeting (or the date immediately prior to the 2022 Annual Meeting if the Reporting Person's service as a director ends at such Annual Meeting due to the Reporting Person's failure to be re-elected or the director not standing for re-election), or (ii) January 14, 2023, subject in all cases to the Reporting Person's continued service as a member of the Board of Director through such vesting date. In a Form 4 filed by the Reporting Person on September 30, 2021, the box indicating "no longer subject to Section 16" was inadvertently checked. The Reporting Person has remained subject to Section 16, and all changes in beneficial ownership subsequent to such Form 4 have been properly reported on a timely basis. Exhibit List - Exhibit 24 - Power of Attorney /s/ Jason Minio, Attorney-in-Fact 2022-01-19 EX-24 2 poa.txt POA DOCUMENT Exhibit 24 POWER OF ATTORNEY (For Executing Form ID and Forms 3, 4 and 5) Know all by these presents, that the undersigned hereby constitutes and appoints each of Jaime Chase, John McKenna, Hillary Daniels and Jason Minio of Cooley LLP, and Thomas G. Kramer and Kevin Caimi of IonQ, Inc. (the "Company"), signing individually, the undersigned's true and lawful attorneys-in fact and agents to: (1) Prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the Securities and Exchange Commission (the "SEC") a Form ID, Uniform Application for Access Codes to File on EDGAR, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or any rule or regulation thereunder; (2) Prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the SEC Form ID and Forms 3, 4 and 5 (including amendments thereto and joint filing agreements in connection therewith) in accordance with Section 16(a) of the Exchange Act and the rules thereunder in the undersigned's capacity as an officer, director or beneficial owner of more than 10% of a registered class of securities of the Company; (3) Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such Form ID and Forms 3, 4 or 5 (including amendments thereto and joint filing agreements in connection therewith) and file such forms with the SEC and any stock exchange, self-regulatory association or any similar authority; and (4) Take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as the attorney-in-fact may approve in the attorney-in-fact's discretion. The undersigned hereby grants to each such attorney in fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney in fact, or such attorney in fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, and their substitutes, in serving in such capacity at the request of the undersigned, are not assuming (nor is the Company assuming) any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required to file Form ID or Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, (b) revocation by the undersigned in a signed writing delivered to the Company and the foregoing attorneys-in fact or (c) as to any attorney-in-fact individually, until such attorney-in-fact is no longer employed by the Company or Cooley LLP, as applicable. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below. Date: 1/19/2022 By: /s/ Niccolo de Masi Niccolo de Masi