QT Imaging Holdings SEC Filings

DICKSON DANIEL H reported acquisition or exercise transactions in this Form 4 filing.

QT Imaging Holdings, Inc. director Daniel H. Dickson reported receiving a grant of 3,500 shares of Common Stock, awarded as restricted stock units at a stated price of $0.0000 per share. Following the award, he directly holds 32,039 Common shares.

According to the vesting terms, subject to his continued service to the company, 25% of the RSUs will vest on each of May 15, 2026, August 15, 2026, November 15, 2026, and February 15, 2027. All RSUs will vest immediately upon a qualifying Change of Control under the company’s 2024 Equity Incentive Plan. The filing also notes that the reported beneficial ownership reflects a 3-for-1 reverse stock split effective October 23, 2025.

QT Imaging Holdings, Inc. released an investor presentation highlighting rapid commercial growth for its breast imaging platform and updated financials. Revenue reached $18.9 million in 2025, up from $4.9 million in 2024, driven by shipment of 40 QT Breast Acoustic CT scanners under distribution agreements.

Q4 2025 revenue was $8.3 million, an 877% year-over-year increase, with 38% gross margin and a net loss of $1.4 million. Adjusted EBITDA improved to $(0.4) million from $(1.9) million a year earlier. The company ended 2025 with $10.5 million in cash after an oversubscribed $18.2 million private placement and new debt financing, and it expects approximately $39 million of revenue in 2026, including initial SaaS cloud platform contributions.

QT Imaging Holdings, Inc. reported preliminary unaudited results showing record revenue of $8.3 million in Q4 2025 and $18.9 million for full-year 2025, exceeding its $18 million outlook. Q4 revenue rose 877% year over year and 97% sequentially, driven by shipment of 17 Breast Acoustic CT™ scanners.

For 2025, revenue grew 288% versus 2024, with 40 scanners shipped. Gross margin was 45% for the year and 38% in Q4. Despite this growth, the company recorded a 2025 net loss of $21.1 million, influenced by $8.8 million of other expense tied to term loan issuance, note extinguishments and fair value changes.

Non-GAAP Adjusted EBITDA improved to $(3.5) million from $(7.4) million in 2024, while net cash used in operating activities narrowed to $9.0 million. Cash, restricted cash and equivalents reached $10.5 million at year-end 2025 after an $18.2 million private placement and new debt financings. The company relisted on Nasdaq and is pivoting from pure hardware to a SaaS and biomarker-driven imaging platform, and it projects 2026 revenue of about $39 million, including initial SaaS Cloud Platform contributions.

Alyeska Investment Group and related parties reported a sizable position in QT Imaging Holdings, Inc. common stock. As of December 31, 2025, they beneficially owned 1,178,317 shares, representing 9.99% of the company’s common stock.

The position is held through 670,683 common PIPE shares, pre-funded warrants for 440,427 shares, and warrants for 1,111,111 shares. These warrants are subject to a 9.9% beneficial ownership limitation, meaning they can only be exercised to a level where Alyeska would hold up to 9.9% of QT Imaging’s outstanding common stock after exercise.

The ownership figures are based on 11,902,198 shares outstanding, as disclosed in QT Imaging’s prospectus dated December 31, 2025. Alyeska certifies that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the company.

QT Imaging Holdings, Inc. received an updated ownership report from investment firm Lynrock Lake entities and Cynthia Paul. As of December 31, 2025, they beneficially owned 1,154,586 shares of QT Imaging common stock, representing 9.7% of the outstanding shares based on 11,902,198 shares reported outstanding.

The shares are directly held by Lynrock Lake Master Fund LP, with voting and investment power delegated to Lynrock Lake LP as investment manager and influenced by Cynthia Paul through her roles at the related entities. Lynrock Lake Master also holds warrants that are currently restricted by approximately 4.9% beneficial ownership limits. The filing states the position is held in the ordinary course of business and not for the purpose of changing or influencing control of QT Imaging.

QT Imaging Holdings, Inc. filed an 8-K to furnish its audited consolidated financial statements for 2024 and 2023, updated to reflect a 3‑for‑1 reverse stock split effective October 23, 2025. The audit received an unqualified opinion under U.S. GAAP.

For 2024, revenue rose sharply to $4.88 million from $0.04 million in 2023, driven mainly by product sales. Despite this, the company reported a net loss of $8.98 million and a net loss attributable to common stockholders of $14.17 million, or $(2.13) per share. At year-end 2024, QT Imaging held $1.19 million in cash and restricted cash, total assets of $6.09 million, total liabilities of $15.62 million, and a stockholders’ deficit of $(9.54 million).

The notes describe the March 4, 2024 business combination with GigCapital5, significant use of convertible and structured financing, concentration of revenue in a few customers, and subsequent capital arrangements and distribution agreements that management believes will fund the operating plan for at least the next 12 months.

Jay Walter Jennings, identified as a Director and Chief Financial Officer of QT Imaging Holdings (ticker QTI), filed an Initial Statement of Beneficial Ownership on 09/02/2025. The filing discloses a stock option covering 325,000 shares of common stock with an exercise price of $1.90 and an indicated expiration date of 09/02/2035. The option vests one-third on August 15, 2026 with the remaining two-thirds vesting in eight equal quarterly installments and fully vesting on August 15, 2028, subject to continued service.

Anastas Budagov, identified as Chief Financial Officer of QT Imaging Holdings, Inc. (QTIH), filed a Form 4 stating his insider status terminated as of August 29, 2025. The filing shows no reported non-derivative or derivative transactions on the form and notes the reporting person is no longer subject to Section 16 obligations following that termination.

QT Imaging Holdings, Inc. filed an amended current report to add the full agreements related to its Chief Financial Officer’s resignation. On August 22, 2025, Anastas Budagov informed the board he would resign as CFO effective August 29, 2025. He was not contractually entitled to severance, but the parties entered into a Separation and Release Agreement under which he will receive $150,000 in lieu of severance in exchange for a release of all claims against the company.

The company and Mr. Budagov also signed a Consulting Agreement. From August 29, 2025 through November 15, 2025, he will serve as an advisor at an hourly rate of $180, payable monthly, with an aggregate cap of $20,000 that the company can change with prior written notice. He is generally not expected to work more than ten hours per week unless adjusted. His outstanding stock options will continue to vest under their existing terms during the consulting period.