ScanTech AI Systems Provides Update on Nasdaq Compliance Plan Progress and Listing Status

Rhea-AI Summary

ScanTech AI Systems (Nasdaq: STAI) provided a Nasdaq compliance update on Dec 15, 2025. The company filed its Form 10-Q for quarter ended Sep 30, 2025, bringing periodic reporting current and addressing the prior delinquent filing condition.

Nasdaq issued a delisting determination on Nov 26, 2025; ScanTech requested a hearing scheduled for Jan 22, 2026, and its securities remain listed pending the hearings process. The company approved a 1-for-20 reverse stock split effective after market close on Dec 15, 2025 with trading split-adjusted on Dec 16, 2025.

Additional actions include engaging external advisors, applying to transfer from The Nasdaq Global Market to The Nasdaq Capital Market, and enhancing governance and disclosure processes.

Positive

• Filed Form 10-Q for quarter ended Sep 30, 2025
• Approved 1-for-20 reverse stock split effective Dec 15, 2025
• Requested Nasdaq hearing scheduled for Jan 22, 2026
• Submitted application to transfer listing to Nasdaq Capital Market

Negative

• Nasdaq issued a delisting determination on Nov 26, 2025
• No assurance Nasdaq will grant additional time or restore compliance
• Listing remains contingent on hearing outcome and market-based requirements

Key Figures

Q3 2025 revenue $631,021 Quarter ended September 30, 2025 (10-Q)

9M 2025 revenue $1,861,045 First nine months of 2025 (10-Q)

9M 2025 G&A expenses $21,889,320 General & administrative costs, nine months 2025

9M 2025 net loss $34,518,281 Net loss for first nine months of 2025

Quarter-end cash $157,646 Cash balance as of September 30, 2025

Working capital deficit $23,641,349 Working capital deficit at September 30, 2025

Reverse stock split ratio 1-for-20 Approved reverse split of common stock

Nasdaq hearing date January 22, 2026 Scheduled Nasdaq Hearings Panel review

Market Reality Check

$3.61 Last Close

Volume Volume 2,399,903 is below the 20-day average of 2,940,525, suggesting no outsized pre-news positioning. normal

Technical Price 0.2608 is trading below the 200-day MA of 0.91, reflecting a sustained downtrend into this compliance update.

Peers on Argus

STAI was down 11.74% while close peers showed mixed, modest moves (e.g., AEHL +4.79%, ILAG +4.27%, CSTE -4.85%). The sharper decline appears stock-specific rather than sector-driven.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 10	Board appointment	Positive	-3.8%	Named independent director to Audit and Compensation Committees.
Dec 04	Nasdaq appeal stay	Negative	+33.4%	Announced Nasdaq appeal hearing and automatic stay but warned no assurance of success.
Dec 02	Delisting notice	Negative	-2.4%	Disclosed Nasdaq staff delisting determination and application to transfer markets.
Nov 28	Restated filings	Positive	+6.6%	Filed restated Q1 and reviewed Q2 2025 statements under new auditor.
Nov 25	Strategic partnership	Positive	-2.6%	Announced unival partnership to expand SENTINEL® CT deployments across EMEA.

Pattern Detected

Recent news often centers on Nasdaq compliance and governance. The stock has shown mixed reactions, with several instances of negative price moves on ostensibly positive or de-risking announcements.

Recent Company History

Over the last few weeks, ScanTech AI has focused heavily on Nasdaq compliance and governance. On Nov 25, it announced a partnership to expand SENTINEL® CT deployments across EMEA, which was followed by a -2.58% move. Restated and reviewed Q1/Q2 2025 financials on Nov 28 and subsequent delisting and appeal disclosures on Dec 2 and Dec 4 highlighted listing risk and remediation steps. A new independent director was added on Dec 10. Today’s update continues this compliance and listing narrative.

Market Pulse Summary

The stock dropped -21.3% in the session following this news. The decline of 11.74% before this announcement fits a pattern where governance or compliance steps coincide with downside moves, despite efforts to de‑risk the listing. The update confirms current periodic reporting and a 1‑for‑20 reverse split aimed at Nasdaq bid-price compliance, against a backdrop of heavy losses and limited cash ($157,646) from the latest 10‑Q. Prior delisting notices and the upcoming January 22, 2026 hearing add ongoing listing uncertainty.

Key Terms

Form 10-Q regulatory

"filed its Quarterly Report on Form 10-Q for the quarter ended September 30, 2025"

A Form 10-Q is a detailed report that publicly traded companies are required to file with regulators three times a year, providing an update on their financial health and business activities. It is important for investors because it offers timely insights into a company's performance, helping them make informed decisions about buying or selling stocks. Think of it as a regular check-up report that shows how well a company is doing.

Nasdaq listing requirements regulatory

"ongoing efforts to address Nasdaq listing requirements"

NASDAQ listing requirements are the financial, governance and disclosure rules a company must meet to have its shares traded on the NASDAQ stock exchange. Think of them as the standards a business must pass to join an exclusive marketplace — they affect whether a stock can be bought easily, how much public information the company must provide, and how investors judge its credibility and risk. Meeting these rules can boost liquidity and investor confidence.

Nasdaq Hearings Panel regulatory

"requested a hearing before a Nasdaq Hearings Panel, which is currently scheduled"

A Nasdaq hearings panel is a group of experts that reviews cases when a company's stock listing is at risk of being removed from the exchange. They evaluate whether the company has met certain standards and determine if it can keep trading on Nasdaq. This process matters to investors because it can affect a company's ability to raise money and maintain credibility in the market.

reverse stock split financial

"approved a 1-for-20 reverse stock split of its issued and outstanding common stock"

A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.

minimum bid price requirement regulatory

"intended to support the Company’s efforts to address Nasdaq’s minimum bid price requirement"

A minimum bid price requirement is a rule that a stock must trade above a set price for a specified period to stay listed on an exchange. It matters to investors because falling below that threshold can trigger warnings or removal from the exchange, which can cut liquidity, reduce visibility, and often lead to sharper declines in share value—think of it like a venue’s minimum dress code that, if not met, can bar a performer from the stage.

capital markets financial

"enhance flexibility in pursuing capital markets and listing compliance initiatives"

Capital markets are places where people and organizations buy and sell long-term investments like stocks and bonds. They help connect those who need money to grow or fund projects with investors looking to earn returns over time. For investors, capital markets are important because they offer opportunities to invest, save, and grow their wealth through a variety of financial assets.

AI-generated analysis. Not financial advice.

Atlanta, GA, Dec. 15, 2025 (GLOBE NEWSWIRE) -- ScanTech AI Systems Inc. (the "Company" or "ScanTech AI") (Nasdaq: STAI),  a technology company focused on advanced AI-powered security screening solutions, today provided an update on the actions it has taken in recent months as part of its ongoing efforts to address Nasdaq listing requirements.

The Company confirmed that it has today filed its Quarterly Report on Form 10-Q for the quarter ended September 30, 2025. With the filing of this report, the Company has brought its periodic reporting current and addressed the underlying delinquent filing condition previously identified by Nasdaq.

As previously disclosed, Nasdaq Staff issued a delisting determination on November 26, 2025. The Company timely requested a hearing before a Nasdaq Hearings Panel, which is currently scheduled for January 22, 2026. In accordance with Nasdaq listing rules, the Company’s securities remain listed and trading pending the completion of the hearings process.

In addition, the Company has approved a 1-for-20 reverse stock split of its issued and outstanding common stock, which is expected to become effective after market close on December 15, 2025, with trading on a split-adjusted basis expected to commence on December 16, 2025. The reverse stock split is intended to support the Company’s efforts to address Nasdaq’s minimum bid price requirement and to enhance flexibility in pursuing capital markets and listing compliance initiatives.

Over the past four months, the Company has taken a series of actions to strengthen its compliance posture and governance framework, including:

• Filing amended and current periodic reports to address prior non-reliance and reporting deficiencies.
• Engaging external advisors with capital markets and Nasdaq compliance expertise.
• Submitting an application to transfer its listing from The Nasdaq Global Market to The Nasdaq Capital Market.
• Requesting a hearing before a Nasdaq Hearings Panel in connection with Nasdaq’s delisting determination.
• Implementing a reverse stock split to address objective listing requirements; and
• Enhancing internal oversight and disclosure processes in connection with financial reporting and governance matters.

Commenting on the update, Dolan Falconer, CEO of ScanTech AI Systems, said, “Over the past several months, we have taken deliberate and substantive steps to address our Nasdaq compliance challenges and to restore procedural discipline across our reporting and governance processes. Filing our Quarterly Report on Form 10-Q, advancing the reverse stock split, and engaging constructively with Nasdaq are all part of a broader, structured plan to stabilize the Company and preserve our Nasdaq listing while we work through the remaining market-based requirements.”

“While there is still work ahead, we believe these actions demonstrate our commitment to transparency, accountability, and constructive engagement with Nasdaq as we move toward the hearing process in January.”

The Company continues to work constructively with Nasdaq and intends to present its compliance plan at the scheduled hearing. There can be no assurance that the Nasdaq Hearings Panel will grant the Company additional time to regain compliance with Nasdaq listing standards or that the Company will ultimately regain or maintain compliance.

About ScanTech AI

ScanTech AI Systems Inc. (Nasdaq: STAI) has developed one of the world’s most advanced non-intrusive ‘fixed-gantry’ CT screening technologies. Utilizing proprietary artificial intelligence and machine learning capabilities, ScanTech AI’s state-of-the-art scanners accurately and quickly detect hazardous materials and contraband. Engineered to automatically locate, discriminate, and identify threat materials and items of interest, ScanTech AI’s solutions are designed for use in airports, seaports, borders, embassies, corporate headquarters, government and commercial buildings, factories, processing plants, and other facilities where security is a priority.

For more information, visit www.scantechais.com and investor.scantechais.com.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are based on current expectations, estimates, forecasts, and projections, and the beliefs and assumptions of management. Words such as “expects,” “intends,” “plans,” “believes,” “seeks,” “may,” “will,” “should,” “anticipates,” or the negative or plural of these words, and similar expressions are intended to identify such forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.

These statements relate to, among other things, the stay of suspension of the Company’s common stock and whether any such stay will remain in place, any grant of an extension of the stay of suspension by the Panel, the Company’s ability to remain listed and/or continue trading on Nasdaq, timing for filing the Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 and possibly regaining compliance with Nasdaq Listing Rule 5250(c)(1), and the Company’s ability to regain and maintain compliance with Nasdaq continued listing standards, successfully execute on its re-compliance plan, execute its growth strategy, and develop or commercialize its technologies. Additionally, any statements that refer to projections, forecasts, or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. Forward-looking statements are subject to numerous risks and uncertainties, many of which are beyond the Company’s control, that could cause actual results to differ materially from those expressed or implied herein.

These risks and uncertainties include, but are not limited to: market conditions; dilution and volatility associated with equity financings; the Company’s ability to regain compliance and remain in compliance with Nasdaq listing standards; operational and regulatory risks in the artificial intelligence and security technology sectors; product and service acceptance; regulatory oversights; whether ScanTech AI will have sufficient capital to operate as anticipated; and other factors detailed in the Company’s filings with the U.S. Securities and Exchange Commission (the “SEC”), including its most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q. Should one or more of these risks of uncertainties materialize, or should any of the assumptions of ScanTech AI prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements.

Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this release and are based on the information available to ScanTech AI as of the date hereof. ScanTech AI assumes no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise, except as may otherwise be required under applicable law.

Media Contact

ScanTech AI Systems Inc.
D. Williams Sr. VP Sales & Investor/Government Relations
dwilliams@scantechais.com

Investor & Media Relations Contact:

International Elite Capital Inc.
Annabelle Zhang
+1(646) 866-7928 
annabelle@iecapitalusa.com

FAQ

What did ScanTech AI (STAI) file to address Nasdaq delinquent filings?

The company filed a Form 10-Q for the quarter ended Sep 30, 2025, bringing periodic reporting current.

When is the Nasdaq hearing for ScanTech AI (STAI) scheduled?

ScanTech requested a hearing that is scheduled for Jan 22, 2026.

What reverse split did ScanTech AI (STAI) approve and when is it effective?

The company approved a 1-for-20 reverse stock split effective after market close on Dec 15, 2025, with split-adjusted trading on Dec 16, 2025.

Are ScanTech AI (STAI) shares still trading on Nasdaq during the hearings process?

Yes, the securities remain listed and trading pending completion of the Nasdaq hearings process.

What other steps has ScanTech AI (STAI) taken to address listing compliance?

Actions include engaging external Nasdaq compliance advisors, enhancing governance and disclosure, and applying to transfer to the Nasdaq Capital Market.