Cardillo Robert T. 4

What Happened

• Robert T. Cardillo, Director and Executive Chair (IonQ Federal), exercised stock options to acquire 2,500 shares at $11.24 per share (cash paid $28,100) on Feb 26, 2026.
• He also sold shares in multiple transactions: an open-market sale of 5,165 shares at a weighted average $39.44 ($203,685) and a disposition of 3,071 shares at a weighted average $39.19 ($120,360) reported Feb 27, 2026. A separate 2,500-share derivative disposition was reported at $0.00 (see notes). Overall, these disposals appear to include open-market sales and shares sold to cover tax obligations.

Key Details

• Transaction dates: Feb 26, 2026 (exercise and some sales) and Feb 27, 2026 (tax-related disposition). Filing date: Feb 27, 2026 (timely).
• Prices and totals reported:
  • Exercised (M): 2,500 shares @ $11.24 = $28,100 (acquired).
  • Open-market sale (S): 5,165 shares @ weighted avg $39.44 = $203,685 (disposed). Prices ranged $39.00–$39.90 (F2).
  • Tax/payment disposition (F): 3,071 shares @ weighted avg $39.19 = $120,360 (disposed). Prices ranged $38.1392–$39.20 (F4).
  • Derivative disposition (M): 2,500 shares @ $0.00 = $0 (reported as a derivative disposition).
• Shares owned after the reported transactions: not provided in the details supplied here.
• Notable footnotes:
  • Transactions were made pursuant to a Rule 10b5-1 trading plan adopted Mar 12, 2025 and amended Jun 13, 2025 (F1).
  • Some shares were sold specifically to satisfy tax withholding in connection with vesting/restricted stock units (F3).
  • Vesting terms: one-third of the option shares vested Feb 26, 2025 and on each one-year anniversary thereafter, subject to continued service (F5).

Context

• M indicates option exercise; F indicates shares sold to satisfy tax liabilities (a common cashless or net-share settlement practice). Here, Cardillo exercised options and contemporaneously had shares sold to cover taxes and other open-market sales — a routine pattern for option vesting/exercise events.
• Sales under a pre-established 10b5-1 plan reduce concerns about opportunistic timing, because trades follow a pre-set plan.
• These filings are factual records of transactions and do not, by themselves, indicate the insider’s broader opinion on the company’s outlook.