QT Imaging (QTI) director boosts holdings via option exercises and RSU grant

Rhea-AI Filing Summary

QT Imaging Holdings director Zeev Weiner increased his stake through equity compensation transactions. On March 17, 2026 he exercised stock options covering 23,054 shares of Common Stock at exercise prices of $2.2452 and $1.9950 per share, retaining the acquired shares. On March 20, 2026 he received a grant of 3,500 shares of Common Stock at no cost, reflecting a restricted stock unit award that vests in four equal installments between May 15, 2026 and February 15, 2027, with full vesting upon a Change of Control. Following these transactions, he directly holds 55,093 shares of Common Stock, and the filing indicates all reported derivative option positions tied to these exercises have been fully exercised.

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^*

Weiner Zeev

(Last) (First) (Middle)

QT IMAGING HOLDINGS, INC.

3 HAMILTON LANDING SUITE 160

(Street)

NOVATO CALIFORNIA 94949

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

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

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

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

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
Common Stock								28,539(1)	D
Common Stock	03/17/2026		M		8,888	A	$2.2452	37,427(1)	D
Common Stock	03/17/2026		M		14,166	A	$1.995	51,593(1)	D
Common Stock	03/20/2026		A		3,500(2)	A	$0.00	55,093(1)	D

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)	$2.2452	03/17/2026		M			8,888(1)	02/15/2027	07/03/2034	Common Stock	8,888(1)	$0.00	4,445(1)	D
Stock Option (right to buy)	$1.995	03/17/2026		M			14,166(1)	02/15/2026	04/21/2035	Common Stock	14,166(1)	$0.00	0	D

Explanation of Responses:

1. The number of shares beneficially owned reflects the 3-for-1 reverse stock split effected October 23, 2025.

2. Subject to the Reporting Person's continued service to QT Imaging Holdings, Inc. (the "Company"), twenty-five percent of the Restricted Stock Unit ("RSU") will vest on each of May 15, 2026, August 15, 2026, November 15, 2026, and February 15, 2027; all RSUs shall immediately vest in the event of a Change of Control (as defined in the QT Imaging Holdings, Inc. 2024 Equity Incentive Plan) of the Company.

	/s/ Zeev Weiner	03/24/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did QT Imaging (QTI) director Zeev Weiner report in this Form 4?

Director Zeev Weiner reported equity compensation activity, not open-market trading. He exercised stock options into Common Stock and received a 3,500-share restricted stock unit grant, increasing his direct ownership to 55,093 shares after the reported transactions.

Did Zeev Weiner buy or sell QT Imaging (QTI) shares on the open market?

The Form 4 shows no open-market buys or sells. All reported activity involves option exercises and an award of Common Stock, which are compensation-related acquisitions rather than discretionary market trades by the director.

How many QT Imaging (QTI) shares did Weiner acquire through option exercises?

Weiner exercised derivative awards covering 23,054 shares of Common Stock. These included 8,888 shares at an exercise price of $2.2452 per share and 14,166 shares at an exercise price of $1.9950 per share, all classified as option exercises.

What are the vesting terms of Zeev Weiner’s 3,500-share QT Imaging (QTI) RSU award?

The 3,500-share restricted stock unit award vests in four equal 25% installments on May 15, 2026, August 15, 2026, November 15, 2026, and February 15, 2027, subject to continued service, with full vesting upon a Change of Control.

How many QT Imaging (QTI) shares does Zeev Weiner own after these transactions?

After the reported option exercises and stock award, Weiner directly holds 55,093 shares of QT Imaging Holdings, Inc. Common Stock. This reflects his updated beneficial ownership following the compensation-related acquisitions disclosed in the Form 4 filing.

Did the QT Imaging (QTI) Form 4 mention a reverse stock split affecting share counts?

Yes. A footnote states that the number of shares beneficially owned reflects a 3-for-1 reverse stock split that was effected on October 23, 2025, which adjusted the share amounts reported for Weiner’s holdings.