8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________________________________________________________

FORM 8-K

_____________________________________________________________

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 18, 2024

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D-Wave Quantum Inc.

(Exact Name of Registrant as Specified in Its Charter)

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Delaware	001-41468	88-1068854
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

2650 East Bayshore Road

Palo Alto, California

94303

(Address of principal executive offices)

(604) 630-1428

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

_____________________________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.0001 per share	QBTS	New York Stock Exchange
Warrants, each whole warrant exercisable for 1.4541326 shares of common stock at an exercise price of $11.50	QBTS.WT	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 7.01 Regulation FD Disclosure.

On March 18, 2024, D-Wave Quantum Inc. (the “Company”) issued a press release announcing that it appointed Lorenzo Martinelli as the Company’s first Chief Revenue Officer, and promoted Dr. Trevor Lanting to Chief Development Officer. A copy of the Company’s press release is attached hereto as Exhibit 99.1.

In addition, on March 18, 2024, the Company posted to its website a new investor presentation (the “Presentation”) for use at the 36th annual ROTH conference hosted by ROTH Capital Partners, LLC at The Ritz Carlton Laguna Niguel in Dana Point, California where the Company will be participating on March 18 and 19, 2024. The Presentation is attached as Exhibit 99.2 to this Current Report on Form 8-K.

The information in this Item 7.01 to this Current Report on Form 8-K is intended to be furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release, dated March 18, 2024
99.2	Investor Presentation, dated March 18, 2024
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

           Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: March 18, 2024	D-Wave Quantum Inc.
By:	/s/ Alan Baratz
	Alan Baratz
	President & Chief Executive Officer

EX-99.1

Exhibit 99.1

Exhibit 99.1

D-Wave Bolsters Executive Leadership Team for Rapid Growth and Strategic Execution

Addition of Chief Revenue Officer and Chief Development Officer to guide D-Wave's go-to-market efforts and innovation roadmap as quantum computing’s impact grows

PALO ALTO, Calif., BURNABY, B.C. – March 18, 2024-- D-Wave Quantum Inc. (NYSE: QBTS) (“D-Wave” or the “Company”), a leader in quantum computing systems, software, and services and the world’s first commercial supplier of quantum computers, today announced it is expanding its executive team to supercharge both its go-to-market growth strategy and product innovation.

The two appointments include cloud entrepreneur and IT industry veteran Lorenzo Martinelli as the Company’s first Chief Revenue Officer, tapped to spearhead the company's commercial expansion into key vertical markets. D-Wave has also promoted Dr. Trevor Lanting to Chief Development Officer to lead its product innovation roadmap, spanning D-Wave’s full stack of quantum computing hardware and software solutions.

B2B Technology Growth Veteran Lorenzo Martinelli Named Chief Revenue Officer

Overseeing sales, marketing, professional services, and customer success, Martinelli will be pivotal in executing the Company's recently launched go-to-market (GTM) growth strategy, designed to accelerate the adoption and deployment of D-Wave’s quantum technologies across key verticals, starting with logistics, manufacturing, and government. Over the past 30 years, Martinelli has built a record guiding start-ups from inception to IPO with broad experience from leadership roles at QAD DynaSys, E2open, AristaSoft, Baan (now Infor), Digital Equipment (now HPE) and IBM. His expertise in devising innovative GTM strategies for optimization applications will help D-Wave effectively capitalize on the industry transition to the operational use of quantum computing.

Dr. Trevor Lanting Promoted to Chief Development Officer

In his new role as Chief Development Officer, Dr. Trevor Lanting's responsibilities now include D-Wave's product roadmap and initiatives to advance the science of quantum computing. In addition to the Leap™ real-time quantum cloud service and the Ocean™ software suite of open source Python tools, Lanting will also help direct the ongoing development of the Advantage™ and Advantage2™ annealing quantum computing systems, the Company’s gate model computing program, and the interdisciplinary teams focused on performance research and algorithm development. With over 15 years of experience in technology development at D-Wave, Lanting previously served as Senior Vice President of Software, Algorithms and Cloud Services at the Company.

"This is a watershed moment as enterprise customers are starting to move quantum applications into production," said Dr. Alan Baratz, CEO of D-Wave. “The expertise and leadership of these two seasoned leaders will be instrumental in executing our GTM strategy, fueling new commercial opportunities, and advancing our technology innovation as we continue to demonstrate annealing quantum computing’s impact on customers today.”

About D-Wave Quantum Inc.

D-Wave is a leader in the development and delivery of quantum computing systems, software, and services, and is the world’s first commercial supplier of quantum computers—and the only company building both annealing quantum computers and gate-model quantum computers. Our mission is to unlock the power of quantum computing today to benefit business and society. We do this by delivering customer value with practical quantum applications for problems as diverse as logistics, artificial intelligence, materials sciences, drug discovery, scheduling, cybersecurity, fault detection, and financial modelling. D-Wave’s technology has been used by some of the world’s most advanced organizations including Mastercard, Deloitte, Davidson Technologies, ArcelorMittal, Siemens Healthineers, Unisys, NEC Corporation, Pattison Food Group Ltd., DENSO, Lockheed Martin, Forschungszentrum Jülich, University of Southern California, and Los Alamos National Laboratory.

Forward-Looking Statements

Exhibit 99.1

Exhibit 99.1

Certain statements in this press release are forward-looking, as defined in the Private Securities Litigation Reform Act of 1995. These statements involve risks, uncertainties, and other factors that may cause actual results to differ materially from the information expressed or implied by these forward-looking statements and may not be indicative of future results. Forward-looking statements in this press release include, but are not limited to, statements regarding the potential benefits of appointing Lorenzo Martinelli as the Chief Revenue Officer and promoting Dr. Trevor Lanting to Chief Development Officer. These forward-looking statements are subject to a number of risks and uncertainties, including, among others, various factors beyond management’s control, including the risk that the potential benefits of appointing Lorenzo Martinelli as the Chief Revenue Officer and promoting Dr. Trevor Lanting to Chief Development Officer are not realized; general economic conditions and other risks; our ability to expand our customer base and the customer adoption of our solutions; risks within D-Wave’s industry, including anticipated trends, growth rates, and challenges for companies engaged in the business of quantum computing and the markets in which they operate; the outcome of any legal proceedings that may be instituted against us; risks related to the performance of our business and the timing of expected business or financial milestones; unanticipated technological or project development challenges, including with respect to the cost and/or timing thereof; the performance of our products; the effects of competition on our business; the risk that we will need to raise additional capital to execute our business plan, which may not be available on acceptable terms or at all; the risk that we may never achieve or sustain profitability; the risk that we are unable to secure or protect our intellectual property; volatility in the price of our securities; the risk that our securities will not maintain the listing on the NYSE; and the numerous other factors set forth in D-Wave’s Annual Report on Form 10-K for its fiscal year ended December 31, 2022 and other filings with the Securities and Exchange Commission. Undue reliance should not be placed on the forward-looking statements in this press release in making an investment decision, which are based on information available to us on the date hereof. We undertake no duty to update this information unless required by law.

Media Contact:

Alex Daigle

media@dwavesys.com

EX-99.2

QUANTUM Roth Conference – March 2024

FORWARD-LOOKING STATEMENTS Certain statements in this presentation are forward-looking, as defined in the Private Securities Litigation Reform Act of 1995. These statements involve risks, uncertainties, and other factors that may cause actual results to differ materially from the information expressed or implied by these forward-looking statements and may not be indicative of future results. Forward-looking statements in this presentation include, but are not limited to, statements regarding the future growth of the quantum industry and potential investment in quantum; the pace and trajectory of the development of quantum technology; quantum’s future total addressable market (TAM); future commercial use-cases for quantum; D-Wave’s expected production deployments for customers; D-Wave’s plans for its Advantage2TM and Advantage3TM systems, as well as its other technological innovations; the potential results and impact of D-Wave’s partnership with Zapata AI; and the potential for increase in value of D-Wave’s technology. These forward-looking statements are subject to a number of risks and uncertainties, including, among others, various factors beyond management’s control, including the potential for D-Wave’s competitors to outpace its technological growth; general economic conditions and other risks; our ability to expand our customer base and the customer adoption of our solutions; risks within D-Wave’s industry, including anticipated trends, growth rates, and challenges for companies engaged in the business of quantum computing and the markets in which they operate; the outcome of any legal proceedings that may be instituted against us; risks related to the performance of our business and the timing of expected business or financial milestones; unanticipated technological or project development challenges, including with respect to the cost and/or timing thereof; the performance of our products; the effects of competition on our business; the risk that the partnership with Zapata AI could not have the impact and/or results that management anticipates; the risk that we will need to raise additional capital to execute our business plan, which may not be available on acceptable terms or at all; the risk that we may never achieve or sustain profitability; the risk that we are unable to secure or protect our intellectual property; volatility in the price of our securities; the risk that our securities will not maintain the listing on the NYSE; the risk that our restatement of certain previously issued audited and unaudited financial statements or material weaknesses in internal controls could negatively affect investor confidence and raise reputational issues; and the numerous other factors set forth in D-Wave’s Annual Report on Form 10-K for its fiscal year ended December 31, 2022 and other filings with the Securities and Exchange Commission. Undue reliance should not be placed on the forward-looking statements in this presentation in making an investment decision, which are based on information available to us on the date hereof. We undertake no duty to update this information unless required by law. 2 COPYRIGHT © D-WAVE

THIS IS A PIVOTAL MOMENT FROM EXPERIMENTATION TO OPERATIONAL USE FROM TOY PROBLEMS TO ENTERPRISE SCALE FROM POTENTIAL IMPACT TO QUANTIFIABLE ROI 3 COPYRIGHT © D-WAVE

ESTABLISHED PRODUCT PORTFOLIO: • World’s largest Quantum Computer • Accessible through production-grade cloud service • Demonstrated quantum supremacy GROWING COMMERCIAL ADOPTION: • 1st commercial Quantum Computing company • 30+ proven business use cases • Initial applications moving into production HIGH-VALUE CONSULTATIVE SERVICES: • 20+ successful POC engagements in 18 months • Advisory services to aid in production deployment INDUSTRY PERSPECTIVE: “By working with D-Wave and adopting quantum technology as part of our tech stack, we believe we can uncover an even greater collection of data-driven insights to deliver more relevant and effective marketing for our clients, at scale.” – Philippe Krakowsky, CEO of Interpublic Group MARKET LEADER STRONG CUSTOMER BASE THOUGHT LEADERSHIP Top three quantum patent portfolio globally 40 PhDs 220+ U.S. granted patents 200+ Pending worldwide 60+% Annealing AND Gate Over 225 scientific papers published Quantum Annealing Fifth generation system 5000+ qubits Real-Time Quantum Cloud Quantum hybrid solvers 99% up-time Open-Source Python Tools Easily configurable Simplifies use of QC & HSS Customer PS On-Ramp From application eval to production deployment (Source: GlobalData) D-WAVE AT A GLANCE 4 COPYRIGHT © D-WAVE

CHOOSING THE RIGHT QUANTUM TECHNOLOGY ANNEALING OR GATE AN EASIER ON-RAMP TO QUANTUM COMPUTING ANNEALING Natively optimization Commercial today Employee Scheduling Autonomous Vehicle Routing Peptide Design Fraud Detection Patient Trial Optimization COMBINATORIAL OPTIMIZATION GATE-MODEL HIGHER INVESTMENT COST & LEARNING CURVE Suited to differential equations 7+ years to commercialization Designer Drugs New Materials Longer-Life Batteries DIFFERENTIAL EQUATIONS Machine Learning Cryptography Drug Toxicity Global Weather Modeling LINEAR ALGEBRA & FACTORIZATION 5 COPYRIGHT © D-WAVE

QUANTUM SUPREMACY ON D-WAVE ADVANTAGE2TM 6 COPYRIGHT © D-WAVE • Classical computations performed on FRONTIER AND SUMMIT SUPERCOMPUTERS AT OAK RIDGE NATIONAL LAB • EXPONENTIAL ADVANTAGE over state-of-the-art classical techniques (tensor networks, neural networks, heuristics) • CLASSICAL COMPUTERS TOO SLOW and power hungry for all but the smallest instances We believe D-Wave is the first in the world to demonstrate quantum supremacy on real-world problems; These problems cannot be solved by classical computers, full stop! https://arxiv.org/abs/2403.00910

LEADING THE COMMERCIALIZATION OF QUANTUM TECH Experimental / Research Product Commercialization Gate-model Processors (all players) Annealing Processors (only D-wave) 2011 2015 2018 20192010 20202012 2013 2014 2016 2017 2021 2022 2023 2024E 2025E 2026E 2027E 2028E 2029E 2030E & Beyond Transition from government and academic to commercial customers D-Wave One System D-Wave Two System One Scalable and Error-Corrected Qubit Scalable and Error-Corrected Few Qubit Processor Noisy Intermediate Scale Quantum (NISQ) Transition to Commercial Product D-Wave 2000Q System D-Wave 2000Q LN System Advantage System Advantage2 System D-Wave 2X System Advantage Performance System Advantage3 System It is important to note that no one has yet shown a working error- corrected logical qubit that is scalable 7 COPYRIGHT © D-WAVE

D-WAVE VALUE PROPOSITION D-Wave’s quantum computing solutions solve highly complex computational problems that deliver tangible business outcomes such as lower costs, increased operational efficiency, and increased revenue opportunities EVOLUTIONARY APPLICATIONS Faster, more accurate and less expensive than classical computers • EMPLOYEE SCHEDULING: lower operating costs and improved employee/customer satisfaction • CUSTOMER REWARDS OPTIMIZATION: increased revenue and better ROI on marketing budget • HVAC DESIGN: lower construction costs and improved sustainability practices • PROMOTIONAL TOUR ROUTING: lower transportation costs and decreased carbon emissions REVOLUTIONARY APPLICATIONS Able to solve computationally complex problems that classical computers cannot solve • DESIGNER DRUGS: better patient outcomes and increased revenue • GLOBAL WEATHER MODELING: improved preparedness for natural disasters • NEW MATERIALS DISCOVERY: longer-lasting batteries for higher availability 8 COPYRIGHT © D-WAVE

VALUE CREATION THROUGH THE ONGOING INTRODUCTION OF NEW USE CASES BQM, DQM, CQM Solvers Next-gen Solver 2 Universal Solvers 3, … Platform Innovation O pp or tu ni ty 2023 20262024 20… Workforce Scheduling Job Shop Scheduling Vehicle Routing Scheduling & Routing Wireless Infrastructure Optimization Network Flow Optimization Supply Chain Optimization Process & Flow Model Training Prompting Optimization Feature Selection Machine Learning Drug Discovery Protein Design Advanced Use Cases Energy Unit Commitment Production Application Use Cases 2028 Performance Update Targeted Hybrid Solvers 2 2025 2027 2029 Missile Defense Optimization Satellite Placement Radar Scheduling Defense & Aerospace Resource Allocation Customer Offer Allocation Portfolio Optimization Allocation & Risk Management Fraud Detection Systems Software $100B Market Opportunity * Based on D-Wave analysis and research from Grand View Research, Allied Market Research, Research and Markets and 360 Research Reports $100B Market Opportunity* $100B arket pportunity* 9 COPYRIGHT © D-WAVE

NOTABLE CUSTOMER ENGAGEMENTS 10 COPYRIGHT © D-WAVE • Canada’s largest western food and health product provider deploying quantum hybrid applications • E-commerce scheduling application now in production, serving over 100 stores • Reduced scheduling from 80 hours to 15 hours weekly, an 80%-TIME SAVINGS • D-Wave’s next quantum-hybrid app will optimize in-store scheduling across Canada • Route optimization for promotional tours with Interpublic Group, adhering to client and federal requirements • D-Wave’s collaboration REDUCED TOUR PRODUCTION AND RUNNING COSTS • Solved complex routing problem in under an hour with D-Wave’s technology • Easy transition to full-scale application feasible • Davidson and D-Wave partnership for defense- focused quantum-hybrid applications • Created efficient radar scheduling for phased-array systems • Enhanced resource utilization in all tests • Average 15% UTILIZATION INCREASE, with a peak of 42% • Leading Italian fintech unicorn, aims to revolutionize mobile payments • Developed a quantum-hybrid application with D- Wave to optimize customer rewards • Achieved a 50% IMPROVEMENT IN REWARDS PROGRAMS within the same budget • Satispay plans to transition the application into production for weekly use by internal teams REDUCTION IN SCHEDULING TIME 80% INCREASE IN RESOURCE UTILIZATION 15% TASK REDUCED FROM 12 HOURS TO LESS THAN ONE HOUR IMPROVEMENT IN REWARDS PROGRAMS 50%

TWO TECHNOLOGY LEADERS PARTNERING TO DELIVER QUANTUM GENERATIVE AI • MULTI-YEAR STRATEGIC PARTNERSHIP to develop and bring to market commercial applications combining the power of quantum + generative AI • ACCELERATED DEVELOPMENT TIMELINE supported by access to production Leap Services including hybrid and QPU solvers • JOINT GO-TO-MARKET EFFORTS with exclusive availability of applications via Leap service BUSINESS PARTNERSHIP TECHNICAL APPROACH • Developing QUANTUM GENERATIVE AI applications for multiple customer domains: drug discovery, logistics management, manufacturing optimization, and more • Harnessing COHERENT QUANTUM ANNEALING to deliver samples from quantum distributions for AI model training on customer data sets • QUANTUM SUPREMACY work on ADVANTAGE2 shows that these quantum distributions cannot be produced with classical computing techniques 11 COPYRIGHT © D-WAVE

SHAPING GOVERNMENT QUANTUM PROGRAMS FOR INCLUSIVITY AND NEAR-TERM APPLICATION SUPPORT NATIONAL DEFENSE AUTHORIZATION ACT (NDAA) • Now includes annealing, gate model and hybrid • Tasks DoD with creating near-term quantum application pilot program NATIONAL QUANTUM INITIATIVE (NQI) • Includes near-term applications tested program at National Science Foundation • Includes industry engagement & inclusivity language • Expands to new government agencies: • Department of Homeland Security • Department of State • Special Operations Association of America • National Aeronautics and Space Agency 12 COPYRIGHT © D-WAVE

ADVANTAGE2 SYSTEM WILL FEATURE:​ • HIGHER CONNECTIVITY (degree 20) architecture​ • HIGHER COHERENCE IC fabrication process​ • 7000+ QUBIT QPU​ EARLY BENCHMARKS DEMONSTRATE: • Doubled coherence time for faster time-to-solution • 10x increase with error mitigation techniques • More than 40% increase in energy scale for higher quality solutions 4800 qubit prototype ready for test ADVANTAGE2TM SYSTEM: A GIANT STEP IN PERFORMANCE Fueling customer success with GREATER QUBIT COHERENCE AND CONNECTIVITY that will address even larger, more complex customer use cases Advantage System 13 COPYRIGHT © D-WAVE

SOFTWARE ADVANCEMENTS FOR ACCELERATING QUANTUM COMMERCIALIZATION Only quantum computing service with REAL-TIME ACCESS Continuing to harden LeapTM Service for GROWING SET OF PRODUCTION APPLICATIONS PRODUCTION LEADERSHIP Powerful combination of CLASSICAL AND QUANTUM RESOURCES Rapidly adapting to SUPPORT CUSTOMER USE CASES Next gen hybrid solver for IMPROVED PERFORMANCE on growing set of use cases HYBRID SOLVER INNOVATION Support VERTICAL MARKET FOCUS Channel PARTNER SUPPORT Ongoing SOC 2® TYPE 2 COMPLIANCE GO-TO-MARKET SUPPORT Next generation solver performance on ‘Travelling Salesperson Problem’ 14 COPYRIGHT © D-WAVE

• 220+ US granted patents • 200+ granted and pending patents worldwide (non-US) 60%+ OF THE PORTFOLIO applies to both gate model and annealing quantum computing Portfolio covers hardware and software, including systems, qubits and other devices, fabrication, architecture, system software, cryogenics, hybrid quantum computing, and applications of quantum computing 220+ US Granted Patents 500+ GRANTED AND PENDING PATENTS WORLDWIDE, INCLUDING: D-WAVE QUANTUM PATENT PORTFOLIO RANKED AS 3RD LARGEST IN THE WORLD 15 COPYRIGHT © D-WAVE

CAPITALIZING ON TAILWINDS VERTICALIZATION GOVERNMENT LEGISLATION SUPREMACY 16 COPYRIGHT © D-WAVE

Q3 FINANCIAL UPDATE $- $2 $4 $6 Prior LTM Most recent LTM M IL LI O N S 73 Commercial Customers 76 Commercial Customers $- $1 $2 $3 $4 Q3 2022 Q3 2023 M IL LI O N S Quarterly Bookings (1) $1.9M $2.9M $- $1 $2 $3 Q3 2022 Q3 2023 M IL LI O N S Quarterly Revenue $1.7M $2.6M Prior LTM Most recent LTM (1) Sixth consecutive quarter of YOY growth in bookings 50% 70% $- $3 $6 $9 $12 Q3 YTD 2022 Q3 YTD 2023 M IL LI O N S $3.8M $8.4M $- $20 $40 $60 Q3 2022 Q2 2023 Q3 2023 M IL LI O N S Cash Position (2) $53.3M $13.8M $7.5M Commercial Revenue as a % of Total Revenue First 9 Months Bookings $3.6M $5.8M Commercial Revenue Professional Services 55% Pro Services 20% (2) Additional source of liquidity is $84.4M in remaining availability under the ELOC through October 2025, subject to a $1.00 minimum stock price SIGNIFICANT GROWTH IN BOOKINGS, REVENUE, COMMERCIAL TRACTION & CASH 17 COPYRIGHT © D-WAVE

QUANTUM 18 COPYRIGHT © D-WAVE

MANAGEMENT TEAM ALAN BARATZ, PhD CHIEF EXECUTIVE OFFICER JOHN MARKOVICH CHIEF FINANCIAL OFFICER DIANE NGUYEN GENERAL COUNSEL 35 years of technology leadership experience. CEO of D-Wave since January 2020. Previously was the head of R&D and Chief Product Officer. Serial CEO, VC, first president of Javasoft, senior executive at IBM, Sun, Cisco, Avaya, News Corp. Senior financial executive with extensive experience and successful track record in leading both public and private high growth technology companies through all phases of development Member of the bars of BC and QC and registered trademark agent, with over 10 years experience in contract negotiation, corporate governance, business financing, intellectual property and risk assessment TREVOR LANTING, PhD CHIEF DEVELOPMENT OFFICER Expert in superconducting quantum technology, led development of five generations of quantum annealing products ALLISON SCHWARTZ VP, GLOBAL GOVERNMENT RELATIONS & PUBLIC AFFAIRS 25+ years as public policy strategist with expertise in variety of technology issues including quantum, privacy, fintech, and more 19 CONFIDENTIAL & PROPRIETARY INFORMATION: D-WAVE LORENZO MARTINELLI CHIEF REVENUE OFFICER Seasoned revenue-focused B2B SaaS executive with 30+ years of go-to-market expertise spanning sales, marketing, professional services and customer success

D-WAVE’S UNIQUE ADVANTAGES ADVANTAGE SYSTEM: WORLD’S MOST POWERFUL QUANTUM COMPUTER Proven coherent quantum annealing leading to first practical demonstration of quantum supremacy 20+ successful POCs with demonstrated ROI LEAP REAL-TIME QUANTUM CLOUD SERVICE Leap service provides immediate access to Advantage quantum computers and hybrid solvers, ensuring enterprise- level performance and scalability FIRST MOVER ADVANTAGE The only commercial quantum computing company 220+ US patents granted and over 100 peer reviewed papers published in leading scientific journals TECHNOLOGY SYNERGIES BETWEEN ANNEALING AND GATE D-Wave’s quantum systems technology developed for the annealing quantum computing program is accelerating its gate model quantum computing program QUANTUM ANNEALING Built for optimization at scale Annealing quantum computing surpasses gate model in complex optimization, reducing pre-processing overhead FULL STACK PROVIDER Sole full-stack quantum computing company, providing systems, cloud services, and development tools Complete professional services for enterprises and developers in their quantum computing journey v 20 COPYRIGHT © D-WAVE

FOCUS ON LOGISTICS AND MANUFACTURING FOLLOWED BY AI/MACHINE LEARNING * = in development LOGISTICS Vehicle Routing Employee/Crew Scheduling Shipping Container Logistics Farm to Market Food Delivery $50-100B Value creation potential [1] Source: [1] BCG (2023) [2] GlobeNewswire (2022) AI/MACHINE LEARNING Feature Selection Prompt Optimization* Model Training* $50-100B Value creation potential in AI [1] MANUFACTURING Job Shop Scheduling Factory Planning Project Scheduling Resource Allocation $16B 2022 global manufacturing operations management software market size [2] 21 COPYRIGHT © D-WAVE

PRIORITIZING VERTICALS AND USE CASES RESOURCE ALLOCATION JOB SHOP SCHEDULING FACTORY PLANNING RESOURCE SCHEDULING VEHICLE ROUTING LABOR ALLOCATION KEY VERTICALS USE CASES 22 COPYRIGHT © D-WAVE

COMMERCIAL MOMENTUM & WINS M O V I N G I N T O P R O D U C T I O N POC DEVELOPMENT PRODUCTION DEPLOYMENT 23 COPYRIGHT © D-WAVE

PRODUCTION-GRADE RELIABILITY REFLECTS OUR COMMERCIAL MATURITY Focused on delivery of secure, reliable, and production-grade quantum tech stack at scale and across geographies to support customers’ production deployments • Introduced new administration features that give customers the ability to manage their own organization and associated projects; supports rapid growth of reseller and partner programs • Released zero downtime deployment features that let us introduce new software enhancements in the Leap quantum cloud service without service interruption • Secured SOC 2 Type 2 compliance as of December 7, 2023 becoming the first full-stack quantum computing provider to meet this achievement. This initiative helps ensure protection of customer data and streamlines procurement for companies that require data compliance UPTIME FOR LEAP QUANTUM CLOUD SERVICE 99% 24 COPYRIGHT © D-WAVE

PATENT PORTFOLIO HIGHLIGHTS Annealing Only 33% Gate Only 3% Both Gate and Annealing 61% Worldwide Patent Assets Applications Fabrication 10% Middleware 15% 10% Worldwide Patent Assets Processor 53% Examples of Valuable Patent Coverage: Both Gate and Annealing: Fabrication Techniques Hybrid Problem Mapping On-Chip Shielding Annealing Only: Iterative Hybrid Optimization Spin Copying Condensed Matter System Embedding Gate Only: Scalable Surface Code Control Fast Coupler Control Topological Qubits Other: SSFL with a QC Tunable TWPA Simulation of Dynamic Systems 220+ 200+ 60+% US Granted Patents Granted & Pending Non-US Patents Of Portfolio Applies to Gate & Annealing Tech 70+ US Pending Patents D-Wave’s quantum patent portfolio ranked as 3rd largest1 in the world Other 3% Source: [1] Quantum Zeitgeist, October 2022 Systems 12% 25 COPYRIGHT © D-WAVE

XML

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