IonQ, Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE

SECURITIES EXCHANGE ACT OF 1934

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Filed by a party other than the Registrant☐

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NOTICE OF 2026 ANNUAL MEETING OF STOCKHOLDERS

To Be Held on June 16, 2026 at 12:00 PM Eastern Time

April 30, 2026

Dear Fellow Stockholders:

We are pleased to invite you to attend the 2026 Annual Meeting of Stockholders of IonQ, Inc., which we refer to as the Annual Meeting. The Annual Meeting will be held by virtual meeting format only on Tuesday, June 16, 2026 at 12:00 PM, Eastern time, for the following purposes:

1. To elect the two nominees named in the accompanying Proxy Statement to our Board of Directors, to serve until our 2029 Annual Meeting of Stockholders and until a successor is duly elected and qualified or until earlier resignation or removal;

2. To ratify the selection of Ernst & Young LLP, or EY, as our independent registered public accounting firm for 2026;

3. To approve a non-binding advisory resolution approving the compensation of our named executive officers in 2025; and

4. To transact any other business that may properly be brought before the Annual Meeting or any adjournments or postponements thereof.

You will be able to attend the Annual Meeting virtually by visiting www.proxydocs.com/IONQ, where you will be able to listen to the meeting live, submit questions and vote online. The Annual Meeting will be a completely virtual meeting of stockholders. You will not be able to attend the Annual Meeting in person. As described in more detail in the accompanying Proxy Statement, our Board of Directors believes that holding a virtual meeting facilitates attendance, increases participation and communication and offers significant time and cost savings to us and our stockholders and therefore has chosen this over an in-person meeting.

As of the date of this letter, we have not received notice of any matters, other than those set forth above, that may properly be presented at the Annual Meeting. If any other matters are properly presented for consideration at the Annual Meeting, the persons named as proxies on the Proxy Card are authorized to vote the shares represented by proxy, or otherwise to act, on those matters in accordance with their judgment.

Your vote is important. Whether or not you attend the Annual Meeting, it is important that your shares be represented and voted at the Annual Meeting. Therefore, we urge you to vote and submit your proxy promptly via the Internet, telephone or mail.

On behalf of our Board of Directors, we would like to express our appreciation for your continued support of and interest in IonQ.

Very truly yours,

Paul T. Dacier

Chief Administrative Officer, Chief Legal Officer and Corporate Secretary

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

TABLE OF CONTENTS

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PROXY STATEMENT

FOR THE 2026 ANNUAL MEETING OF STOCKHOLDERS

To be held at 12:00 PM, Eastern time, on Tuesday, June 16, 2026

The information provided in the “question and answer” format below is for your convenience only and is merely a summary of the information contained in this proxy statement. You should read this entire Proxy Statement carefully. The words “IonQ,” “we,” the “Company,” “us” and “our” refer to IonQ, Inc., a Delaware corporation, and its subsidiaries.