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10-K2026-03-04· merged:deepseek-v4-flash

RGTI · Rigetti Computing, Inc.

0001104659-26-023454

SEC filing

Summary

Revenue declined 34% to $7.1M due to lower development contracts and no Novera sales; net loss widened to $216.2M driven by non-cash warrant liability changes.

Key takeaways

Full analysis

Business

Company Overview

Rigetti Computing, Inc. is a vertically integrated superconducting quantum computing company that designs, manufactures, and operates quantum computers. It describes its mission as building the world's most powerful computers to solve humanity's most pressing problems. The company owns and operates Fab-1, a dedicated wafer fabrication facility for quantum processors, and emphasizes a full-stack approach from chip design to cloud delivery.

Reporting Segments

The filing does not explicitly define formal reporting segments. The business model comprises three primary revenue sources: technology development contracts with partners, direct sales of quantum processing units (QPUs) such as the Novera QPU, and recurring revenues from quantum computing as a service (QCaaS) delivered via the Rigetti Quantum Cloud Services (QCS) platform. The company expects future revenue to be weighted more toward QPU sales and cloud services.

Products & Platforms

Rigetti offers several quantum computers: the 9-qubit Novera QPU (first commercially available QPU launched in December 2023), the 84-qubit Ankaa-3 system (public launch in Q4 2024), and the 36-qubit Cepheus-1-36Q (public launch in Q2 2025), which the company believes is the industry's largest multi-chip quantum computer. A 108-qubit system, Cepheus-1-108Q, is also noted. The Rigetti QCS platform provides hybrid quantum-classical computing over the cloud, with features like parametric code compilation. QCS Outpost is a distributed software environment for on-premises systems. Rigetti Foundry Services leverages Fab-1 to deliver superconducting quantum chips to external researchers.

Go-To-Market & Customers

Rigetti sells directly to enterprises and government entities, and indirectly through cloud service providers including Amazon Braket and Microsoft Azure Quantum. Key partners include DARPA, DOE, AFRL, Innovate UK, Quanta, and commercial enterprises such as Moody’s, Standard Chartered Bank, and HSBC. In January 2026, Rigetti received an $8.4 million purchase order from India's C-DAC for a 108-qubit quantum computer. No customer concentration percentages are disclosed.

Competition

The quantum computing market is evolving and highly competitive. Named competitors include IBM, Google, Microsoft, IonQ, D-Wave, Quantinuum, and PsiQuantum. Competition is based on system performance (scale, speed, fidelity), accessibility, software ecosystem, partnerships, and innovation. Rigetti believes its superconducting modality and multi-chip architecture offer advantages in gate speed and scalability.

Strategy

Rigetti's six-pronged strategy focuses on: (1) developing superconducting gate-based quantum computers with fast gate speeds and scalable multi-chip architecture; (2) full-stack product development from chip fabrication through cloud delivery; (3) an open modular architecture enabling third-party integration; (4) broad access via QPU sales and QCaaS; (5) deep partnerships with government and industry leaders; and (6) advancing technology leadership through R&D investment and intellectual property protection (121 patents issued, 160 pending as of December 31, 2025).

Human Capital

As of March 1, 2026, Rigetti employs 164 people globally, of which 162 are full-time. The majority are in quantum physics, chip/hardware engineering, and software development. Employees are based in the United States, United Kingdom, Australia, and Canada. No employees are subject to collective bargaining agreements.

Period Performance

Period Performance

For the year ended December 31, 2025, Rigetti reported revenue of $7.1 million, a 34% decline from $10.8 million in 2024. The decrease was driven by a $1.4 million reduction in collaborative research and professional services contracts and a $2.4 million drop in sales of quantum computers, including no Novera system sales in 2025 compared to $1.6 million in 2024. Gross profit fell 64% to $2.1 million, and gross margin contracted sharply from 52.8% to 29.1% due to an unfavorable revenue mix from higher-cost system contracts. Operating expenses rose 17% to $86.7 million, with research and development up 23% to $61.3 million, reflecting increased personnel costs and stock-based compensation. Selling, general and administrative expenses increased 4% to $25.4 million. Loss from operations widened 24% to $84.7 million. Net loss increased 8% to $216.2 million, primarily due to a $150.6 million non-cash loss from changes in fair value of warrant liabilities and an $11.4 million increase in interest income from invested cash.

Segment Dynamics

The MD&A does not report formal segments. Revenue is derived from development contracts, QPU/quantum system sales, and QCaaS. The decline in revenue was broad-based: development contract revenue fell by $1.4 million, and product sales dropped $2.4 million, with no revenue from the Novera QPU in 2025. The revenue mix shifted toward lower-margin system deliveries, compressing gross margins. The company continues to invest heavily in R&D to advance its multi-chip quantum processor technology, with new systems such as the 36-qubit Cepheus-1-36Q launched in mid-2025.

Forward View

Management expects revenue to remain variable, with development contracts and on-premises QPU/system sales as primary sources for the next few years. The company secured purchase orders for two Novera systems totaling ~$5.7 million (delivery in H1 2026) and an $8.4 million order for a 108-qubit system to C-DAC (deployment in H2 2026). R&D spending is expected to increase as Rigetti continues to invest in technology, including a mandatory $250 million investment over five years under the Quanta collaboration. The company believes its existing cash, cash equivalents, and marketable securities (bolstered by a $350 million ATM offering completed in 2025) will fund operations for at least the next twelve months.

Risk Factors

Financial Condition & Early-Stage Risks

Rigetti's risk factors heavily emphasize its early-stage status with a history of operating losses ($216.2M in 2025, $771M accumulated deficit) and a need for substantial capital to fund R&D and capital expenditures. The company warns it may require additional funding sooner than planned, with potential dilution or debt covenants. Its technology roadmap has been revised multiple times and past milestones missed, raising doubts about achieving quantum advantage or fault-tolerant quantum computing, which are critical for commercialization.

Business & Operational Risks

A major theme is dependence on government contracts, which accounted for 90.2% of revenue in 2025. These contracts carry risks of termination for convenience, audits, and funding changes. Customer concentration is high, with government entities being key. The company also relies on a few cloud providers (AWS) for its QCaaS, and any termination or unfavorable changes could disrupt operations. Supply chain risks include single-source suppliers and potential disruptions from tariffs, geopolitical tensions, or raw material shortages.

Competitive & Technology Risks

The quantum computing industry is highly competitive, with giants like Google, Microsoft, Amazon, IBM, and sovereign-funded entities. Rigetti may not achieve technological milestones before competitors, which could render its technology obsolete. The company also faces challenges in scaling production, reducing error rates, and increasing qubit counts.

Regulatory & Legal Risks

Rigetti must comply with stringent export controls (quantum technology is subject to licensing), anti-corruption laws, and data privacy regulations (e.g., UK GDPR, PIPEDA). Its government contracts expose it to False Claims Act liability. Intellectual property risks include patent infringement claims, government march-in rights under Bayh-Dole, and potential open-source license conflicts.

Other Material Risks

Cybersecurity threats are elevated due to the nature of quantum technology. The company has experienced past material weaknesses in internal controls and may face future issues. Stock volatility is high, with warrant liabilities causing non-cash earnings fluctuations. Anti-takeover provisions in the charter could depress stock price.

Cash Flow Quality

The provided document excerpt does not contain the Consolidated Statements of Cash Flows. It includes the auditor's report, balance sheets, income statements, and comprehensive loss, but the cash flow statement (page 69) is omitted. Therefore, no cash flow analysis can be performed.