Rigetti Computing, Inc. — Director's Dealing 2022

Jun 15, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Rigetti Computing, Inc. (RGTI)
CIK: 0001838359
Period of Report: 2022-06-10

Reporting Person: Rigetti Chad (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-06-10	Common Stock	A	2857444	$0.00	Acquired	10221608	Direct
2022-06-10	Common Stock	A	334700	$0.00	Acquired	10556308	Direct
2022-06-10	Common Stock	A	45000	$0.00	Acquired	10601308	Direct
2022-06-14	Common Stock	S	132224	$4.43	Disposed	10469084	Direct

Footnotes

F1: Represents a restricted stock unit ("RSU") award. The RSUs vest in accordance with the following schedule: (i) 50% in 12 equal monthly installments on the last day of each month commencing March 31, 2022 and (ii) 50% shall vest in 48 equal monthly installments on the last day of each month commencing March 31, 2022. All vesting is subject to the Reporting Person's continuous service with the Issuer on each such date.

F2: Represents an RSU award. The RSUs vest in 48 equal monthly installments commencing March 31, 2022. All vesting is subject to the Reporting Person's continuous service with the Issuer on each such date.

F3: The sales reported in this Form 4 represent nondiscretionary sales of shares required to be sold by the Reporting Person pursuant to sell to cover transactions to satisfy tax withholding obligations in connection with the settlement of RSUs.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.27 to $4.70 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.