[144] IonQ, Inc. SEC Filing

Rhea-AI Filing Summary

IonQ, Inc. (IONQ) has filed a Form 144 indicating an additional insider share sale. Peter Chapman intends to sell 1,497,311 shares of common stock through Merrill Lynch on or about 20 June 2025 on the NYSE. Based on the filing, IonQ has 261.6 million shares outstanding, so the proposed sale represents roughly 0.6 % of shares outstanding.

The filing also discloses that Chapman has already disposed of 4,491,933 shares in the past three months in two separate transactions dated 16 and 17 June 2025, generating US$171 million in gross proceeds. Taken together, recent and proposed sales total about 5.99 million shares, or ~2.3 % of outstanding stock.

All shares derive from stock-option exercises originally acquired on 17 Nov 2019. No material adverse, non-public information is acknowledged by the filer, and the sale may be conducted under a Rule 10b5-1 trading plan (date not provided). Apart from the sale notice, the document contains no operating metrics, earnings data, or strategic commentary.

Key datapoints

• Shares to be sold: 1,497,311
• Aggregate market value of proposed sale: US$59.7 million
• Broker: Merrill Lynch, San Francisco
• Issuer shares outstanding: 261.6 million
• Prior 3-month insider sales: 4.49 million shares for US$171 million

The elevated volume of insider selling, especially by a key executive, can signal reduced confidence or simple diversification; investors typically interpret sizeable Form 144 activity as a modest negative indicator unless offset by compelling corporate developments.

Positive

• None.

Negative

• Significant insider selling: Proposed sale of 1.5 M shares plus 4.5 M recently sold totals ~2.3 % of shares outstanding, potentially signaling reduced insider confidence.

Insights

Securities Analyst

TL;DR: Insider plans to sell 1.5 M IONQ shares after 4.5 M already sold—about 2.3 % of float—likely a mildly bearish signal.

The filing shows Peter Chapman, an IonQ insider, continuing a multi-day disposal program. While 0.6 % of shares is not catastrophic, combined recent sales approach 2.3 % of the float and exceed US$230 million in market value. Persistent insider selling often pressures share price and can temper investor sentiment, especially for high-growth, cash-consuming companies like IonQ. The absence of any offsetting corporate update heightens the negative perception. However, overall float remains ample and the firm is not issuing new shares, so dilution is not a factor—only signaling risk.

Corporate Governance Expert

TL;DR: Repeated executive-level share sales raise governance and signaling concerns but do not breach any disclosure rules.

Form 144 is a routine compliance document, yet back-to-back filings of this magnitude warrant attention. Continuous disposals may suggest diversification or liquidity needs, but investors often question management’s conviction in long-term prospects. The filing affirms no undisclosed adverse information and hints at a possible 10b5-1 plan, mitigating legal risk. Nevertheless, from a governance lens, transparency on plan adoption dates and rationale would be best practice to reassure shareholders.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common Stock	Merrill Lynch 555 California St 18th Floor San Francisco CA 94104	1497311	59699292.87	261600000	06/20/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common Stock	11/17/2019	Stock option	IonQ, Inc			1497311	11/17/2019	Stock option

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Peter Chapman 4505 Campus Drive College Park MD 20740	Common stock	06/16/2025	3581193	136536637.98
Peter Chapman 4505 Campus Drive College Park MD 20740	Common Stock	06/17/2025	910740	34404703.00

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many IonQ (IONQ) shares are proposed for sale under the latest Form 144?

The filing covers 1,497,311 common shares to be sold.

What is the market value of the proposed IonQ insider sale?

At the stated price, the aggregate market value is US$59.7 million.

How many IonQ shares has the insider already sold in the past three months?

Peter Chapman sold 4,491,933 shares between 16-17 June 2025.

What percentage of IonQ's shares outstanding does the total recent and proposed insider selling represent?

Combined, the 5.99 million shares equal approximately 2.3 % of the 261.6 million shares outstanding.

Which broker will execute the proposed IonQ share sale?

The filing lists Merrill Lynch, San Francisco as the broker.