QT Imaging Faces Nasdaq Delisting as Exchange Submits Form 25

Rhea-AI Filing Summary

On 21 July 2025, Nasdaq Stock Market LLC filed Form 25 to remove QT Imaging Holdings, Inc. (ticker QTI) common stock from listing and registration under Section 12(b) of the Securities Exchange Act of 1934. The exchange certifies compliance with 17 CFR 240.12d2-2(b) for exchange-initiated delisting and notes that the issuer has satisfied voluntary withdrawal requirements under Rule 12d2-2(c). The notice, signed by Hearings Advisor Aravind Menon, covers only the company’s Common Stock; no financial results, operating updates, or explanatory rationale are provided. Once the SEC processes the filing, QTI shares will cease trading on Nasdaq and the registration will be withdrawn pursuant to the cited rules.

Positive

• None.

Negative

• Nasdaq filed Form 25 to delist QTI common stock, terminating exchange trading and signaling potential reporting deregistration.
• Loss of on-exchange liquidity may widen spreads and impair marketability for existing shareholders.

Insights

Listing Compliance Specialist

TL;DR: Nasdaq’s Form 25 initiates QTI common stock delisting—materially negative for market liquidity and investor access.

Form 25 is the final procedural step in removing a security from a national exchange. By certifying compliance with Rule 12d2-2(b), Nasdaq indicates all listing-rule appeals are exhausted. Investors will lose on-exchange liquidity and the benefits of Exchange Act reporting once registration is withdrawn. Absent additional disclosure, the filing suggests either sustained non-compliance or issuer-requested withdrawal. In either scenario, the action is adverse to valuation and tradability. No mitigating positives are cited.

Portfolio Manager

TL;DR: Delisting filing elevates liquidity risk; positions may need exit or OTC transition planning.

Removal from Nasdaq typically compresses trading volumes and widens spreads, reducing exit options for institutional holders. Without exchange sponsorship, coverage and visibility decline. The filing contains no financial data to reassess fundamentals, leaving holders with binary exposure to eventual relisting or corporate action. I classify impact as negative and potentially portfolio-actionable.

UNITED STATES

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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 25

NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION
UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934.

Commission File Number

001-40839

Issuer:	QT IMAGING HOLDINGS, INC.
Exchange:	Nasdaq Stock Market LLC

(Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered)

Address:	1731 Embarcadero Rd
	Suite 200
	Palo Alto	CALIFORNIA	94303
Telephone number:					6,502,767,040

(Address, including zip code, and telephone number, including area code, of Issuer's principal executive offices)

Common Stock

(Description of class of securities)

Please place an X in the box to designate the rule provision relied upon to strike the class of securities from listing and registration:

17 CFR 240.12d2-2(a)(1)

17 CFR 240.12d2-2(a)(2)

17 CFR 240.12d2-2(a)(3)

17 CFR 240.12d2-2(a)(4)

Pursuant to 17 CFR 240.12d2-2(b), the Exchange has complied with its rules to strike the class of securities from listing and/or withdraw registration on the Exchange. ¹

Pursuant to 17 CFR 240.12d2-2(c), the Issuer has complied with its rules of the Exchange and the requirements of 17 CFR 240.12d-2(c) governing the voluntary withdrawal of the class of securities from listing and registration on the Exchange.

Pursuant to the requirements fo the Securities Exchange Act of 1934, Nasdaq Stock Market LLC certifies that it has reasonable grounds to believe that it meets all of the requirements for filing the Form 25 and has caused this notification to be signed on its behalf by the undersigned duly authorized person.

2025-07-21	By	Aravind Menon		Hearings Advisor
Date		Name		Title

¹ Form 25 and attached Notice will be considered compliance with the provisions of 17 CFR 240.19d-1 as applicable. See General Instructions.

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

Why did Nasdaq file Form 25 for QT Imaging Holdings (QTI)?

Form 25 notifies the SEC that Nasdaq will remove QTI common stock from listing and registration under Section 12(b).

What security class is affected by the Form 25 filing?

The filing applies to QT Imaging Holdings, Inc. common stock only.

When was the Form 25 signed?

The notice was signed on July 21, 2025 by Hearings Advisor Aravind Menon.

Which regulatory rules are cited in the delisting notice?

Nasdaq references 17 CFR 240.12d2-2(b) for exchange-initiated removal and 17 CFR 240.12d2-2(c) for issuer compliance with voluntary withdrawal requirements.

What happens after Form 25 becomes effective?

Upon SEC effectiveness, QTI shares will be removed from Nasdaq listing and registration, eliminating on-exchange trading access.