D-Wave Quantum amends CEO Alan Baratz's employment agreement: base salary raised to $700K and $13.488M RSU grant approved (8-K Item 5.02)
On 2026-05-04, D-Wave Quantum filed an 8-K (accession 0001907982-26-000049) with Item 5.02 disclosing a Third Amendment to its Amended and Restated Employment Agreement with President and CEO Dr. Alan Baratz, effective 2026-04-30. Per the filing, the amendment increases Baratz's annual base salary to $700,000 retroactive to 2026-01-01 and grants restricted stock units with an aggregate value of $13,488,000 under D-Wave's 2022 Equity Incentive Plan. The board's compensation committee recommended the amendment to recognize Baratz's long tenure and continued commitment, and to align long-term incentive design with peer pure-play public quantum companies. Q1 2026 financial results are scheduled for 2026-05-12 before market open.
CEO retention with a sizeable equity grant at a tracked pure-play public quantum company eight calendar days before the company's Q1 2026 earnings release. The grant's headline figure ($13.488M) is large in absolute terms but typical for CEOs at small/mid-cap public technology companies post-SPAC where founder-equity dilution requires periodic refreshment to retain officers. Maps to the §8.2 score-5 'Notable, worth logging' band rather than the score-7 'unexpected corporate action — CEO change' band: this is a continuation arrangement, not a transition. The catalyst-adjacent timing — Q1 2026 earnings is within 10 trading days — is noted but does not trigger Pattern D escalation because Pattern D applies to insider patterns (A/B/C/E), not to compensation amendments.
Removes the 'CEO succession' open question from the D-Wave equity story going into Q1 earnings. Combined with the prior 2026-04-22 Sophie C. Ames VP discretionary sale ($65,544 single-insider, sub-Pattern-A) and the 2026-04-29 D-Wave Investor Day announcement scheduled 2026-06-01 at NYSE (per scheduled-run-4 EDGAR scan), the picture is one of locked-in management going into a public-investor-engagement cycle. Watch for: actual Q1 2026 revenue print 2026-05-12 against the trailing-period guidance; whether the RSU grant's vesting schedule (not disclosed in the headline) ties to specific revenue or technical milestones; and any subsequent Form 4 filings from Baratz related to grant-receipt withholding sales.