Director Taylor Ross awarded 25,000 QT Imaging options, vesting to 2028

Rhea-AI Filing Summary

QT Imaging Holdings, Inc. director Taylor Ross was granted 25,000 stock options with an exercise price of $1.90, reported as a Section 16 Form 4 filing. The options were granted on 08/11/2025 and are exercisable for common stock.

Vesting is time-based: one-third vests on August 15, 2026, and the remaining two-thirds vest in eight equal quarterly installments on each November 15, February 15, May 15 and August 15, resulting in full vesting on August 15, 2028, subject to continued service. The report identifies the award as a direct beneficial ownership of 25,000 options.

Insights

Financial Analyst

TL;DR: Routine director equity grant of 25,000 options at $1.90, vesting over three years; generally neutral for valuation absent company size context.

The filing shows a non-derivative grant of a stock option award convertible into 25,000 shares at a $1.90 exercise price, dated 08/11/2025. Vesting is staggered with a one-third cliff then quarterly vesting to 08/15/2028. This is a standard retention and alignment mechanism for a director. Without additional context on total outstanding shares or option pool size, the award's dilutionary impact and materiality to shareholders cannot be judged from this filing alone.

Corporate Governance Expert

TL;DR: Compensation appears standard for board-level incentive; vesting schedule aligns retention with multi-year service.

The disclosure names Taylor Ross as the reporting person and indicates direct ownership of the granted options. The vesting schedule (one-third after ~1 year, remainder over eight quarterly installments) is a common practice to promote continued service through 08/15/2028. The Form 4 provides clear terms but does not include information about grant approvals, comparator benchmarks, or how this fits into broader governance or pay practices.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Taylor Ross

(Last) (First) (Middle)

C/O QT IMAGING HOLDINGS, INC.

3 HAMILTON LANDING SUITE 160

(Street)

NOVATO CA 94949

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
QT IMAGING HOLDINGS, INC. [ QTIH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy)	$1.9	08/11/2025		A		25,000		(1)	08/11/2035	Common Stock	25,000	$0	25,000	D

Explanation of Responses:

1. One-third of the grant will vest on August 15, 2026, and the remaining two-thirds will vest in eight equal quarterly installments on each subsequent November 15, February 15, May 15, and August 15, such that the grant will be fully vested on August 15, 2028, subject to continued service with the Issuer through each vesting date.

	/s/ Ross Taylor	08/13/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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

What did the QT Imaging (QTIH) Form 4 report?

The Form 4 reports a grant of 25,000 stock options to director Taylor Ross with an exercise price of $1.90 dated 08/11/2025.

What is the exercise price and number of options granted to Taylor Ross?

The grant is for 25,000 options with a conversion/exercise price of $1.90 per share.

When do the options vest for the QT Imaging grant?

One-third vests on August 15, 2026; the remaining two-thirds vest in eight equal quarterly installments on Nov 15, Feb 15, May 15 and Aug 15, fully vesting on August 15, 2028.

How is the beneficial ownership reported for the option grant?

The Form 4 shows direct beneficial ownership of the 25,000 options following the reported transaction.

Which issuer and ticker are named in the filing?

The filing names QT IMAGING HOLDINGS, INC. with the ticker shown as QTIH in the document.