Item 1.01. Entry into a Material Definitive Agreement.

On March 1, 2023, D-Wave Systems Inc., an indirectly, wholly-owned subsidiary of D-Wave Quantum Inc., entered into an amendment (the "Amendment") to the Agreement for Semiconductor Line Operation, dated as of December 23, 2012, by and between Cypress Semiconductor Corporation and D-Wave Systems Inc., as amended and assigned to SkyWater Technology Foundry, Inc. (the "Agreement"). This Agreement is for the purchase of available capacity of Cypress' 8" wafer semiconductor line for the purposes of manufacturing wafers as well as services related to the use of such semiconductor line. The Amendment revised the pricing and quarterly commitments set forth under the Agreement.

The above description of the material terms of the Amendment is qualified in its entirety by the Amendment attached as Exhibit 10.1 to this Current Report on Form 8-K, which is incorporated by reference into this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.



(d)  Exhibits

Exhibit Number   Description
  10.1†          Thirteenth Amendment, dated March 1, 2023, between D-Wave Systems Inc.
                 and SkyWater Technology Foundry, Inc. to the Agreement for
                 Semiconductor Line Operation, dated as of December 23, 2012, by and
                 between Cypress Semiconductor Corporation and D-Wave Systems Inc., as
                 amended and assigned to SkyWater Technology Foundry, Inc.

104              Cover Page Interactive Data File (embedded within the Inline XBRL
                 document)

† Certain portions of this exhibit (indicated by "[*****]") have been redacted pursuant to Regulation S-K, Item 601(a)(6).

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