RGTI on Nasdaq

Rigetti Computing

Logo: Rigetti Computing, Public domain, via Wikimedia Commons5

American quantum computing company

Rigetti Computing, Inc. is an American developer of superconducting quantum integrated circuits used for quantum computers. Rigetti, which is based in Berkeley, California, also develops a cloud platform called Forest that enables programmers to execute quantum algorithms.3 Its revenue was $12 million in 2023.1 Its shares trade on Nasdaq under the symbol RGTI.1 Wikipedia text CC BY-SA 4.0

Price unavailable

Last updated Oct 21, 2026.

Overview

2013Founded1

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  • TickerRGTI on Nasdaq1
  • Industryquantum computing industry1
  • HeadquartersBerkeley1
  • Websiterigetti.com
  • Incorporated inDE6
  • Business address775 Heinz Avenue, Berkeley, Ca 947106
  • Filer category, Emerging growth company6
  • Legal formCorporation4
  • LEI52990024JHY459DH8W714
  • StatusActive4
  • LEI statusIssued and current4
  • Registered addressc/o VCORP SERVICES, LLC, 108 W. 13TH STREET SUITE 100, 19801 Wilmington, United States4
  • Registered withDivision of Corporations, Department of State, 62833604

Rigetti Computing, Inc. is an American developer of superconducting quantum integrated circuits used for quantum computers. Rigetti, which is based in Berkeley, California, also develops a cloud platform called Forest that enables programmers to execute quantum algorithms.3

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

29.1%Gross margin9
-1194.4%Operating margin9
-3050.4%Net margin9
-34.3%Revenue growth, 20259
-39.6%Return on equity9
-$77.2MFree cash flow9

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Collaborative research, other professional services and related materials brought in 94% of the revenue Rigetti Computing broke down this way in fiscal 2025.

  1. Collaborative research, other professional services and related materials$6.7M994%down 17% from 2024
  2. Access to quantum computing systems$412.0K96%up 16% from 2024
Products and services by year
Products and services20242025
Collaborative research, other professional services and related materials$8.0M$6.7M
Access to quantum computing systems$356.0K$412.0K

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue8¢$5.0M
  • Research and development92¢$61.3M

Out of $7.1M in revenue.9 The company lost money this year.

Financial statements

Revenue10119$7.1M in 2025−46% since 2022
0$5.0M$10.0M$15.0M2022: $13.1M$13.1M20222023: $12.0M$12.0M2023−8%2024: $10.8M$10.8M2024−10%2025: $7.1M$7.1M2025−34%
Gross profit12119$2.1M in 2025−80% since 2022
0$5.0M$10.0M$15.0M2022: $10.2M$10.2M20222023: $9.2M$9.2M2023−10%2024: $5.7M$5.7M2024−38%2025: $2.1M$2.1M2025−64%
Operating income1312119-$84.7M in 2025+1626% since 2021
-$150.0M-$100.0M-$50.0M02021: -$4.9M-$4.9M20212022: -$109.1M-$109.1M2022+2124%2023: -$72.3M-$72.3M2023−34%2024: -$68.5M-$68.5M2024−5%2025: -$84.7M-$84.7M2025+24%
Net income1312119-$216.2M in 2025+833% since 2021
-$300.0M-$200.0M-$100.0M02021: -$23.2M-$23.2M20212022: -$71.5M-$71.5M2022+209%2023: -$75.1M-$75.1M2023+5%2024: -$201.0M-$201.0M2024+168%2025: -$216.2M-$216.2M2025+8%

Every line of the income statement as filed: the last 2 fiscal years, latest first.9

Period ending2025-12-312024-12-31
Revenue$7.1M$10.8M
Cost of revenue$5.0M$5.1M
Total gross profit$2.1M$5.7M
Research and development$61.3M$49.8M
Selling, general and administrative$25.4M$24.5M
Total operating expenses$86.7M$74.2M
Loss from operations-$84.7M-$68.5M
Interest expense$0-$3.3M
Interest income$16.6M$5.1M
Change in fair value of derivative warrant liabilities-$150.6M-$90.2M
Change in fair value of earn-out liabilities$2.5M-$43.7M
Loss on extinguishment of debt$0-$426.0K
Total other expense, net-$131.6M-$132.5M
Net loss before provision for income taxes-$216.2M-$201.0M
Provision for income taxes$0$0
Net loss-$216.2M-$201.0M
Net loss per share attributable to common stockholders - basic (in $ per share)-$0.70-$1.09
Net loss per share attributable to common stockholders - diluted (in $ per share)-$0.70-$1.09
Weighted average shares used to compute net loss per share attributable to common stockholders - basic (in shares)309.8M shares184.7M shares
Weighted average shares used to compute net loss per share attributable to common stockholders - diluted (in shares)309.8M shares184.7M shares

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Corporate structure

Rigetti Computing sits at the top of its group. 7 entities, 5 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Rigetti Computing

  • Rigetti Computing Wilmington, Delaware, United States
    • Rigetti & Co, LLC Subsidiary · Delaware, United States
    • Rigetti Australia Pty Ltd. Subsidiary · Australia
    • Rigetti Computing Canada, Inc. Subsidiary · Canada
    • Rigetti Computing India Private Limited Subsidiary · India
    • Rigetti Intermediate LLC Subsidiary · Delaware, United States
    • Rigetti UK Limited Subsidiary · United Kingdom

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Rigetti Computing reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$105.5M9 Dec 31, 2025$85.0M9 Dec 31, 2024+24.1%
Accumulated depreciation$48.4M9 Dec 31, 2025$40.3M9 Dec 31, 2024+20.1%
Property and equipment, net$57.1M9 Dec 31, 2025$44.6M9 Dec 31, 2024+27.8%
Operating-lease assets (leased space)$6.4M9 Dec 31, 2025$8.0M9 Dec 31, 2024−19.8%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$44.9M9 Dec 31, 2025$67.7M9 Dec 31, 2024−33.7%
Marketable securities, current$124.4M11 Dec 31, 2024$78.5M11 Dec 31, 2023+58.4%
Marketable securities, non-current$25.1M11 Dec 31, 2024$011 Dec 31, 2023

Properties, in its own words

Our principal office is located in Berkeley, California, where we lease approximately 15,625 square feet pursuant to a lease that expires October 31, 2028. Our Fab-1 facility is located in Fremont, California, where the company leases approximately 53,800 square feet pursuant to a lease that expires September 30, 2029. We also have leased office spaces for our international operations in the United Kingdom and Australia. We believe that our existing facilities are adequate to meet our current requirements. See Note 10 in the notes to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for more information about our lease commitments.

Item 2 of the 10-K filed Mar 4, 2026.16

The story

Rigetti Computing was founded in 2013 by Chad Rigetti, a physicist with a background in quantum computers from IBM who studied under Michel Devoret. Chad Rigetti has authored more than 140 publications in the fields of quantum mechanics and quantum computing. Rigetti Computing received funding from startup incubator Y Combinator in 2014 as a so-called "spaceshot" company. Later that year, Rigetti also participated in The Alchemist Accelerator, a venture capital programme.

By February 2016, Rigetti created its first quantum processor, a three-qubit chip made using aluminum circuits on a silicon wafer. That same year, Rigetti raised Series A funding of US$24 million in a round led by Andreessen Horowitz. In November, the company secured Series B funding of $40 million in a round led by investment firm Vy Capital, along with additional funding from Andreessen Horowitz and other investors. Y Combinator also participated in both rounds.

By Spring of 2017, Rigetti had advanced to testing eight-qubit quantum computers. In June, the company announced the release of Forest 1.0, a quantum computing platform designed to enable developers to create quantum algorithms. This was a major milestone.

In October 2021, Rigetti announced plans to go public via a SPAC merger, with estimated valuation of around US$1.5 billion. This deal was expected to raise an additional US$458 million, bringing the total funding to US$658 million. The fund will be used to accelerate the company's growth, including scaling its quantum processors from 80 qubits to 1,000 qubits by 2024, and to 4,000 by 2026. The SPAC deal closed on 2 March 2022, and Rigetti began trading on the NASDAQ under the ticker symbol RGTI.

In December 2022, Subodh Kulkarni became president and CEO of the company.

In July 2023 Rigetti launched a single-chip 84 qubit quantum processor that it believes can scale to larger systems.

In October 2025, Rigetti was one of several quantum-computing companies reported to be involved in discussions with the Trump administration to secure federal funding in exchange for equity stakes.

In May 2026, Rigetti will receive up to $100 million in planned funding under the CHIPS and Science Act to address key technical challenges to develop and scale next generation superconducting quantum computing technologies and architectures, such as miniaturizing and integrating novel readout electronics and next generation cryostat architectures.

From Wikipedia’s article on Rigetti Computing, shared under CC BY-SA 4.0.7

Leadership

Who has led Rigetti Computing, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (20)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • Director, Executive OfficerRobert D. Reid named Jan 4, 202243
  • DirectorCathy McCarthy named Aug 22, 202244
  • DirectorH. Gail Sandford named Aug 22, 202244
  • DirectorRay Johnson named Aug 22, 202244
  • DirectorKatie S. Curnutte named Jan 4, 202243
  • DirectorKen S. Fox named Jan 4, 202243
  • DirectorRajeev S. Singh named Jan 4, 202243
  • DirectorSpencer M. Rascoff named Jan 4, 202243

Products and brands

Products and technology

Rigetti Computing is a full-stack quantum computing company, a term that indicates that the company designs and fabricates quantum chips, integrates them with a controlling architecture, and develops software for programmers to use to build algorithms for the chips.

Forest cloud computing platform

The company hosts a cloud computing platform called Forest, which gives developers access to quantum processors so they can write quantum algorithms for testing purposes. The computing platform is based on a custom instruction language the company developed called Quil, which stands for Quantum Instruction Language. Quil facilitates hybrid quantum/classical computing, and programs can be built and executed using open source Python tools. As of June 2017, the platform allows coders to write quantum algorithms for a simulation of a quantum chip with 36 qubits.

Fab-1

The company operates a rapid prototyping fabrication ("fab") lab called Fab-1, designed to quickly create integrated circuits. Lab engineers design and generate experimental designs for 3D-integrated quantum circuits for qubit-based quantum hardware.

Locations

Rigetti Computing is headquartered in Berkeley, California, where it hosts developmental systems and cooling equipment. The company also operates its Fab-1 manufacturing facility in nearby Fremont, California.

From Wikipedia’s article on Rigetti Computing, shared under CC BY-SA 4.0.7

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Rigetti & Co, LLC Delaware8
  • Rigetti Australia Pty Ltd. Australia8
  • Rigetti Computing Canada, Inc. Canada8
  • Rigetti Computing India Private Limited India8
  • Rigetti Intermediate LLC Delaware8
  • Rigetti UK Limited United Kingdom8

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Supernova Partners Acquisition Co II, Ltd.Dec 31, 2020 to Mar 1, 20226

Timeline

  1. Sep 8, 20268-K Entered a material agreement; Unregistered sale of shares; Regulation FD disclosure45
  2. Aug 20, 20268-K Executive or director change; Regulation FD disclosure; Other events46
  3. Aug 20, 20268-K Executive or director change47
  4. Aug 6, 20268-K Results of operations48
  5. Jun 11, 20268-K Shareholder vote49
  6. May 21, 20268-K Unregistered sale of shares; Regulation FD disclosure; Other events50
  7. May 11, 20268-K Results of operations51
  8. Apr 21, 20268-K Entered a material agreement52
  9. Apr 7, 20268-K Regulation FD disclosure; Other events53
  10. Mar 20, 20268-K Executive or director change54
  11. Mar 4, 20268-K Results of operations55
  12. Jan 20, 20268-K Regulation FD disclosure56
  13. Dec 14, 2022New chief executive Subodh K. Kulkarni becomes CEO19
  14. Dec 9, 2022New chief executive Richard Danis becomes CEO18
  15. Mar 11, 2022New chief executive Chad Rigetti becomes CEO17
  16. 2013Founded Founded1

Calendar

Coming up

  1. Nov 9, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported ($0.03) a share, on Nov 10, 2025.57

When it reported results

  1. Aug 6, 2026Reported quarterly or annual results48
  2. May 11, 2026Reported quarterly or annual results51
  3. Mar 4, 2026Reported quarterly or annual results55
  4. Nov 10, 2025Reported quarterly or annual results58
  5. Aug 12, 2025Reported quarterly or annual results59
  6. May 12, 2025Reported quarterly or annual results60
  7. Mar 5, 2025Reported quarterly or annual results61
  8. Nov 12, 2024Reported quarterly or annual results62

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

617 filings to the SEC since October 2021: 5 annual reports, 17 quarterly reports, 83 major events, 176 insider forms, 29 large holders, 2 private raises, 305 other. The latest 20:

  1. Sep 10, 20264 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES EDGAR
  2. Sep 9, 2026144 EDGAR
  3. Sep 8, 20268-K EDGAR
  4. Sep 4, 20264 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES EDGAR
  5. Sep 3, 2026144 EDGAR
  6. Aug 20, 2026144 EDGAR
  7. Aug 20, 2026144 EDGAR
  8. Aug 20, 2026144 EDGAR
  9. Aug 20, 20264 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES EDGAR
  10. Aug 20, 20264 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES EDGAR
  11. Aug 20, 20264 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES EDGAR
  12. Aug 20, 20263 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES EDGAR
  13. Aug 20, 20268-K EDGAR
  14. Aug 20, 20268-K EDGAR
  15. Aug 6, 202610-Q EDGAR
  16. Aug 6, 20268-K EDGAR
  17. Jul 29, 2026SCHEDULE 13G/A EDGAR
  18. Jun 22, 2026144 EDGAR
  19. Jun 22, 20264 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES EDGAR
  20. Jun 16, 20264 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES EDGAR

The 617 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

150 open-market trades by officers, directors and large owners since October 2021: 1 buys and 149 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 9, 2026Kulkarni Subodh KPresident and CEOSale120,000$15.68$1.9MForm 4
Sep 3, 2026Bertelsen Jeffrey A.CHIEF FINANCIAL OFFICERSale25,000$15.00$375.0KForm 4
Aug 20, 2026Bertelsen Jeffrey A.CHIEF FINANCIAL OFFICERSale3,860$16.89$65.2KForm 4
Aug 20, 2026Rivas DavidCHIEF OPERATING OFFICERSale9,038$16.79$151.7KForm 4
Aug 20, 2026Bestwick Andrew JosephCHIEF TECHNOLOGY OFFICERSale5,791$16.81$97.3KForm 4
Jun 22, 2026Johnson Ray ODirectorSale84,944$20.55$1.7MForm 4
Jun 8, 2026Johnson Ray ODirectorSale122,188$21.30$2.6MForm 4
Jun 1, 2026Kulkarni Subodh KPresident and CEOSale61,000$24.38$1.5MForm 4
May 29, 2026Rivas DavidCHIEF OPERATING OFFICERSale499,328$25.40$12.7MForm 4
May 28, 2026Kulkarni Subodh KPresident and CEOSale43,190$26.23$1.1MForm 4
May 22, 2026Bertelsen Jeffrey A.CHIEF FINANCIAL OFFICERSale3,682$22.95$84.5KForm 4
May 22, 2026Rivas DavidCHIEF OPERATING OFFICERSale18,759$22.95$430.6KForm 4
Mar 10, 2026Bertelsen Jeffrey A.CHIEF FINANCIAL OFFICERSale4,270$17.52$74.8KForm 4
Mar 10, 2026Rivas DavidCHIEF OPERATING OFFICERSale36,719$17.52$643.3KForm 4
Jan 2, 2026Fitzgerald AlissaDirectorSale59,316$22.41$1.3MForm 4
Dec 9, 2025Clifton Michael S.DirectorSale150,000$27.34$4.1MForm 4
Nov 20, 2025Bertelsen Jeffrey A.CHIEF FINANCIAL OFFICERSale3,702$26.35$97.5KForm 4
Nov 20, 2025Rivas DavidCHIEF OPERATING OFFICERSale41,935$26.34$1.1MForm 4
Oct 17, 2025Sandford Helene GailDirectorSale62,000$44.89$2.8MForm 4
Sep 19, 2025Sandford Helene GailDirectorSale17,635$24.75$436.5KForm 4

All 150 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025David Rivas65$374.9K$2.0M77
2025Jeffrey Bertelsen63$326.0K$1.9M77
2025Dr. Subodh Kulkarni61$635.7K$636.2K77
2024President and ChiefExecutive Officer$614.2K$2.3M77
2024Chief Technology Officer$362.2K$1.5M77
2024Chief Financial Officer$315.0K$1.3M77

Funding

Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.

Money received by year$45.8M 2021–2022
Money received by yearMoney received by year, 2021–2022: $45.8M in all. Private raises (Form D) $45.8M.$0$20M$40M$60M2021 · Private raises (Form D): $45.0M20212022 · Private raises (Form D): $764.4K2022
Figures by year
YearPrivate raises (Form D)Total
2022$764.4K$764.4K
2021$45.0M$45.0M

Private raises

Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.

  1. Aug 11, 2022Raised $764,405 in a private offering of equity44 Form D: $75.8 million offered in all Form D
  2. Dec 22, 2021Raised $45 million in a private offering of equity43 Form D: 2 investors so far Form D

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
BlackRock, Inc.28,533,486$551.3M0.0%+3,098,204
Vanguard Portfolio Management LLC19,902,545$384.5M0.0%+436,023
Vanguard Capital Management LLC14,427,371$278.7M0.0%+168,809
State Street Corp11,826,370$228.5M0.0%+1,688,291
Geode Capital Management, LLC8,673,489$167.6M0.0%+545,854
UBS Group AG6,475,294$125.1M0.0%+1,626,669
D. E. Shaw & Co., Inc.5,364,069$103.6M0.1%−8,558,004
Morgan Stanley4,727,920$91.3M0.0%+849,450
UNICOM Systems, Inc.3,521,935$68.0M4.4%No change
Defiance ETFs, LLC3,447,966$64.4M0.9%−1,202,219
Northern Trust Corp3,067,009$59.3M0.0%+252,473
Charles Schwab Investment Management Inc2,842,839$54.9M0.0%+78,909
Bank Of America Corp /de/2,411,045$46.6M0.0%+346,367
Goldman Sachs Group Inc2,395,765$46.3M0.0%+945,114
Vanguard Fiduciary Trust Co2,358,517$45.6M0.0%+73,670
Bank of New York Mellon Corp2,232,653$43.1M0.0%+935,191
Nuveen, LLC2,096,635$40.5M0.0%+645,324
PeakShares LLC2,000$38.6M0.0%No change
Westfield Capital Management Co LP1,951,807$37.7M0.1%+56,494
Clear Street Group Inc.1,898,533$36.7M0.1%+297,593
Van Eck Associates Corp1,890,452$36.5M0.0%+617,177
American Assets Investment Management, LLC1,639,800$31.7M1.9%No change
Clearbridge Investments, LLC1,430,152$27.6M0.0%+518,994
Susquehanna International Group, Llp1,337,768$25.8M0.0%+980,874
National Bank Of Canada /fi/1,260,998$24.4M0.0%+676,599

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Rigetti Computing is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARRigetti Computing, Inc.2
  • CIK0001838359
  • Employer ID (EIN)88-095063616
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company16
  • Incorporated inDelaware16
  • Fiscal year endsDecember 312
  • Industry code (SIC)7371 Services-Computer Programming Services2
  • SEC reviewing officeOffice of Technology, Division of Corporation Finance2
  • Business address775 Heinz Avenue, Berkeley, CA 947102
  • Phone(510) 210-55502
  • Shares outstanding333,768,747 as of Aug 3, 202615
  • Public float$3.8B as of Jun 30, 202516
  • AuditorBDO USA, P.C., Spokane, Washington PCAOB ID 243; no auditor attestation of internal control over financial reporting16
  • On EDGAR sinceDec 31, 20202
  • Filings648 in all: 4 (157), 144 (95), 8-K (84), 425 (67), 424B3 (62), 3 (31), 10-Q (17), CORRESP (12)2
    All 43 form types

    EFFECT (12), SC 13D/A (7), SC 13G (7), SCHEDULE 13G/A (7), UPLOAD (7), POS AM (6), S-1/A (6), 10-K (5), DEFA14A (5), S-8 (5), ARS (4), DEF 14A (4), S-1 (4), S-4/A (4), SCHEDULE 13G (4), 424B5 (3), 8-K/A (3), SC 13D (3), SD (3), 10-Q/A (2), 8-A12B (2), CERT (2), D (2), NT 10-Q (2), PRE 14A (2), S-8 POS (2), SC 13G/A (2), 25 (1), 424B4 (1), DRS (1), FWP (1), S-1MEF (1), S-3 (1), S-3ASR (1), S-4 (1)

  • Latest filingsAnnual report (10-K) Mar 4, 2026
    Quarterly report (10-Q) Aug 6, 2026
    Proxy statement (DEF 14A) Apr 24, 2026
    Latest 8-K (8-K) Sep 8, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, $0.0001 par value per shareRGTINasdaq
Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 per shareRGTWNasdaq

From the cover page of the 10-K filed Mar 4, 2026 (Section 12(b) of the Exchange Act).16

Risk factors and legal proceedings

The risks Rigetti Computing names in Item 1A of its 10-K filed Mar 4, 2026: 52 risks under these headings, as written.16

  • Risks Related to Our Financial Condition and Status as an Early-Stage Company
  • We are in our early stages and have a limited operating history, which makes it difficult to forecast the future results of our operations. We have in the past failed to meet publicly announced milestones and may fail to meet projected technological milestones in the future. In addition, we have in the past changed our technology roadmap, including the anticipated milestones and timing thereof.
  • We have a history of operating losses and expect to incur significant expenses and continuing losses for the foreseeable future.
  • We will require a significant amount of cash for expenditures as we invest in ongoing research and development and business operations and may need additional capital sooner than planned to pursue our business objectives and respond to business opportunities, challenges or unforeseen circumstances, and we cannot be sure that additional financing will be available. If we are unable to raise additional funding when needed, we may be required to delay, limit or substantially reduce our quantum computing development efforts.
  • We may not be able to scale our business quickly enough to meet customer and market demand, which could result in lower profitability or cause us to fail to execute on our business strategies.
  • Even if the market in which we compete achieves its anticipated growth levels, our business could fail to grow at similar rates, if at all.
  • We may not manage growth effectively, including with respect to our employee base and managing our operations successfully.
  • Our ability to use net operating loss carryforwards and other tax attributes may be limited.
  • Risks Related to Our Business and Industry
  • We face significant technical and engineering challenges in completing the development of our quantum computers, producing our quantum computers at scale, achieving our targeted performance milestones, and realizing quantum advantage or LFTQC, any of which if not accomplished would adversely impact our business, financial condition, and results of operations.
  • We may expend our resources to pursue particular products, designs, sectors or investments and we may fail to capitalize on such products, designs, sectors or investments and/or forego other products, designs, sectors or investments that may have been more profitable or for which there may have been a greater likelihood of success.
  • The quantum computing industry is in its early stages and volatile and is competitive on a global scale and we may not be successful in competing in this industry or establishing and maintaining confidence in our long-term business prospects among current and future partners and customers.
The other 42 risks
  • We depend on a limited number of customers for a significant percentage of our revenue and the loss or temporary loss of a major customer for any reason could harm our financial condition.
  • A significant portion of our revenue currently depends on contracts with the public sector, and our failure to receive and maintain government contracts or changes in the contracting or fiscal policies of the public sector could have a material adverse effect on our business.
  • Our ability to commercialize our quantum computers in the future may be dependent upon our relationships with cloud providers.
  • We depend on certain suppliers to source products. Failure to maintain our relationship with any of these suppliers, or a failure to replace any of these suppliers, could have a material adverse effect on our business, financial position, results of operations and cash flows.
  • We have and may in the future enter into collaboration agreements and similar arrangements with third parties for the manufacturing of our products, and these agreements and similar arrangements may never achieve their anticipated goals, which may have a materially adverse impact on our business operations and our financial position or results of operations.
  • Our ability to compete successfully depends on continuous innovation, timely execution of our strategy, and achieving cost reductions and failure to do so could render our quantum computing systems obsolete or less competitive.
  • We could suffer disruptions, outages, defects and other performance and quality problems with our quantum computing systems, our production technology partners or with the public cloud, data centers and internet infrastructure on which we rely.
  • We are highly dependent on our ability to attract and retain senior executive leadership and other key employees, such as quantum physicists, software engineers and other key technical employees, which is critical to our success. If we fail to retain talented, highly qualified senior management, engineers and other key employees or attract them when needed, such a failure could negatively impact our business.
  • Our quantum computing systems may not be compatible with some or all industry-standard software and hardware in the future, which could harm our business.
  • If our information technology systems or data, or those of third parties upon which we rely, are or were compromised, we could experience adverse consequences, which may adversely affect our business.
  • Unstable or unfavorable market and economic conditions in our industry and or the global economy have had and may continue to have serious adverse consequences on our business, financial condition and share price. In the future, we may be required to record significant charges for impairment of our long-lived assets, other assets or investments.
  • Our facilities or operations could be damaged or adversely affected as a result of prolonged power outages, natural disasters such as earthquakes, and other catastrophic events.
  • Risks Related to Our International Operations and Expansion
  • Because our success depends, in part, on our ability to expand sales internationally, our business will be susceptible to risks associated with international operations.
  • Our international sales and operations subject us to additional risks and costs, including the ability to engage with customers in new geographies, exposure to foreign currency exchange rate fluctuations, which can adversely affect our business, financial condition, revenues, results of operations or cash flows.
  • Our international operations may subject us to greater than anticipated tax liabilities.
  • Risks Related to Litigation and Government Regulation
  • We are subject to stringent and evolving U.S. state, federal and foreign laws, regulations and rules, contractual obligations, industry standards, policies and other obligations related to privacy, data use and security. Our actual or perceived failure to comply with such obligations could lead to regulatory investigations or actions; litigation; fines and penalties; disruptions of our business operations; reputational harm; loss of revenue or profits; loss of customers or sales; and otherwise, could adversely affect us and our business.
  • Contracts with U.S. government entities subject us to risks including early termination, audits, investigations, sanctions and penalties.
  • We are subject to U.S. and foreign anti-corruption, anti-bribery and similar laws, and non-compliance with such laws can subject us to criminal or civil liability and harm our business.
  • We are subject to government export and import controls that could impair our ability to compete in international markets due to licensing requirements and subject us to liability if we are not in compliance with applicable laws.
  • Our business is exposed to risks associated with litigation, investigations and regulatory proceedings.
  • We may become subject to product liability claims, which could harm our financial condition and liquidity if we are not able to successfully defend or insure against such claims.
  • We are subject to requirements relating to environmental and safety regulations and environmental remediation matters, which could adversely affect our business, results of operations and reputation.
  • Changes in tax laws or regulations that are applied adversely to us may have a material adverse effect on our business, cash flow, financial condition, or results of operations.
  • Risks Related to Intellectual Property
  • Any failure to obtain, maintain and protect our intellectual property rights could impair our ability to protect and commercialize our proprietary products and technology and cause us to lose our competitive advantage.
  • Our inability to secure patent protection or enforce our patent rights could have a material adverse effect on our ability to prevent others from commercializing similar products or technology.
  • We may face patent infringement and other intellectual property claims that could be costly to defend, result in injunctions and significant damage awards, or limit our ability to use certain key technologies in the future, all of which could harm our business.
  • We rely on certain open-source software in our quantum systems. If licensing terms change, our business may be adversely affected.
  • Some of our intellectual property has been or may be conceived or developed through government-funded research and thus may be subject to federal regulations providing for certain rights for the U.S. government or imposing certain obligations on us, such as a license to the U.S. government under such intellectual property, “march-in” rights, certain reporting requirements and a preference for U.S.-based companies, and compliance with such regulations may limit our exclusive rights and our ability to contract with non-U.S. manufacturers.
  • Risks related to an Investment in our Securities and other General Matters
  • The market price of our Common Stock and Public Warrants has been and may continue to be volatile.
  • We may fail to comply with the rules that apply to public companies, including Section 404 of the Sarbanes-Oxley Act, which could result in sanctions or other penalties that would adversely impact our business.
  • Our quarterly operating results have and may fluctuate significantly and could fall below the expectations of securities analysts and investors due to many factors, some of which are beyond our control, resulting in a decline in our stock price.
  • Future sales or issuances of our securities may adversely affect the market price of our securities and may be dilutive to existing securities holders.
  • We are currently an “emerging growth company” within the meaning of the Securities Act, and to the extent we have taken advantage of certain exemptions from disclosure requirements available to emerging growth companies, this could make our securities less attractive to investors and may make it more difficult to compare our performance with other public companies.
  • Delaware law and our Certificate of Incorporation and Bylaws contain certain provisions, including anti-takeover provisions, which limit the ability of stockholders to take certain actions and could delay or discourage takeover attempts that stockholders may consider favorable.
  • The Certificate of Incorporation designates the Court of Chancery of the State of Delaware or the United States federal district courts as the sole and exclusive forum for substantially all disputes between us and our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, stockholders, employees or agents.
  • Our Public Warrants and Private Warrants are accounted for as liabilities and the changes in value of these warrants could have a material effect on our financial results.
  • Our warrants are exercisable for Common Stock, the exercise of which has increased and will continue to increase the number of shares eligible for future resale in the public market and result in dilution to our stockholders.
  • The terms of the Public Warrants may be amended in a manner adverse to a holder if holders of at least 50% of the then outstanding Public Warrants approve of such amendment.
  • We may redeem your unexpired Public Warrants prior to their exercise at a time that is disadvantageous to the holder, thereby making such Public Warrants worthless.
  • The warrant agreement designates the courts of the State of New York or the United States District Court for the Southern District of New York as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by holders of warrants, which could limit the ability of warrant holders to obtain a favorable judicial forum for disputes with us.
  • We may be subject to securities litigation, which is expensive and could divert management attention.
  • Information available in public media that is published by third parties, including blogs, articles, message boards and social and other media may include statements not attributable to the Company and may not be reliable or accurate.

Legal proceedings

From time to time, we may be subject to actions, claims, suits and other legal proceedings arising in the ordinary course of business. Our management believes that while the results of any litigation or other legal proceedings are uncertain, we are not currently a party to any material legal proceedings that, if determined adversely to us, would have a material adverse effect on our business, financial position, results of operations or cash flows.

The opening of Item 3, Legal Proceedings.16

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