Exhibit 5.1

 

				Wilson Sonsini Goodrich & Rosati Professional Corporation   1700 K Street, NW, Fifth Floor Washington, D.C. 20006-3817   O: 202.973.8800 F: 866.974.7329

June 6, 2025

IonQ, Inc.

4505 Campus Drive

College Park, MD 20740

 

Re:

Registration Statement on Form S-8

Ladies and Gentlemen:

We have examined the Registration Statement on Form S-8 (the “Registration Statement”) to be filed by IonQ, Inc., a Delaware corporation (the “Company”), with the Securities and Exchange Commission on or about the date hereof, in connection with the registration under the Securities Act of 1933, as amended, of 1,530,183 shares of the Company’s common stock, par value $0.0001 per share (the “Shares”), reserved for issuance pursuant to the Lightsynq Technologies Inc. 2024 Equity Incentive Plan (the “Lightsynq Plan”). As the Company’s legal counsel, we have reviewed the actions proposed to be taken by the Company in connection with the issuance and sale of the Shares to be issued under the Lightsynq Plan.

On the basis of the foregoing, and in reliance thereon, it is our opinion that the Shares, when issued and sold in the manner referred to in the Lightsynq Plan and pursuant to the agreements that accompany the Lightsynq Plan, will be legally and validly issued, fully paid and nonassessable.

We consent to the use of this opinion as an exhibit to the Registration Statement, and further consent to the use of our name wherever appearing in the Registration Statement and any amendments thereto.