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Item 1A. Risk Factors
TheExcept as set forth below, there have been no material changes from the risk factors set forth in our Annual Report on Form 10-K for the year ended December 31, 2025, as filed with the SEC on February 26, 2026.:
The following risk factor is amended and restated in its entirety to read as follows:
If we are unable for any reason to meet the continued listing requirements of Nasdaq, such action or inaction could result in a delisting of our Common Shares.
From August 5, 2022 through July 24, 2026, our Common Shares were listed on the NYSE. In July 2026, we voluntarily transferred the listing and trading of our Common Shares from the NYSE to Nasdaq, retaining the ticker symbol QBTS. The listing and trading of our Common Shares on the NYSE ended as of market close on July 24, 2026 and trading of our Common Shares on Nasdaq began at market open on July 27, 2026.
We were notified by the NYSE on three occasions, most recently in October 2024, that we were not in compliance with the NYSE's continued listing requirements because the average closing price of our Common Shares was less than $1.00 over a consecutive 30 trading-day period. Such notices had no immediate impact on the listing of our Common Shares, which continued to be listed and traded on the NYSE and on each occasion we regained compliance with the NYSE listing requirements during the period allowed to regain compliance.
Following the transfer of the listing of our Common Shares to Nasdaq, we are subject to similar Nasdaq continued listing requirements. If we cannot remain in compliance with the Nasdaq listing requirements, or cannot regain compliance if we become non-compliant in the future, our Common Shares will be delisted from Nasdaq. The delisting of our Common Shares from Nasdaq would likely make it more difficult for us to raise capital on favorable terms in the future, would likely have a negative effect on the price of our securities and would impair our stockholders' ability to sell or purchase our securities when they wish to do so. In the event of a delisting, actions taken by us to restore compliance with listing requirements may not allow our securities to become listed again, stabilize the market price or improve the liquidity of our securities, prevent such securities from dropping below any minimum bid price requirement or prevent future non-compliance with the Nasdaq listing requirements.