QT Imaging director awarded 9,000 stock units

TIMM BRYAN reported acquisition or exercise transactions in this Form 4 filing.

Accepted by SEC EDGAR 08/06/2026 - 06:46 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

TIMM BRYAN reported acquisition or exercise transactions in this Form 4 filing.

QT Imaging Holdings, Inc. director Bryan Timm reported an award of 9,000 shares of common stock, structured as restricted stock units granted at $0.0000 per share. One-third of the RSU award vests on August 15, 2027, and the remaining two-thirds vest in eight equal quarterly installments through August 15, 2029, subject to his continued service.

Insider Trade Summary

Grant/Award: 9,000 shares

Grant/Award 1 txn

Insider TIMM BRYAN

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	9,000	$0.00	$0.00

Holdings After Transaction: Common Stock — 9,000 shares (Direct)

Footnotes (1)

1. F1. Subject to the Reporting Person's continued service to QT Imaging Holdings, Inc. (the "Company"), one-third of the Restricted Stock Unit ("RSU") shall vest on August 15, 2027, 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, 2029.

Key Figures

RSU/common stock award: 9000.0000 shares Grant price: 0.0000 per share Holdings after award: 9000.0000 shares +2 more

5 metrics

RSU/common stock award 9000.0000 shares Non-derivative equity award to director Bryan Timm on August 4, 2026

Grant price 0.0000 per share Reported transaction price per share for the RSU/common stock award

Holdings after award 9000.0000 shares Total shares reported as owned following the transaction

Initial vesting date August 15, 2027 One-third of the RSU award vests on this date

Full vesting date August 15, 2029 Award fully vests after eight additional quarterly installments

Key Terms

Restricted Stock Unit, vest, quarterly installments

3 terms

Restricted Stock Unit financial

"one-third of the Restricted Stock Unit ("RSU") shall vest on August 15, 2027"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

vest financial

"one-third of the Restricted Stock Unit ("RSU") shall vest on August 15, 2027"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

quarterly installments financial

"remaining two-thirds will vest in eight equal quarterly installments on each subsequent November 15"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Bryan Timm report for QTI?

Bryan Timm reported receiving an award of 9,000 QT Imaging common shares structured as restricted stock units. The grant was at $0.0000 per share, is held as direct ownership, and all 9,000 shares were reported as owned following the August 4, 2026 transaction.

What is the vesting schedule of Bryan Timm’s 9,000 RSUs at QTI?

The 9,000-unit award vests over time, with one-third vesting on August 15, 2027. The remaining two-thirds vest in eight equal quarterly installments on each November 15, February 15, May 15, and August 15, so the grant is fully vested by August 15, 2029.

Is Bryan Timm’s QTI RSU grant dependent on continued service?

Yes. The footnote states vesting is subject to the reporting person’s continued service to QT Imaging Holdings, Inc. If service ends before the scheduled vesting dates, unvested restricted stock units may not continue to vest under the terms described.

Was Bryan Timm’s QTI equity award made under a Rule 10b5-1 plan?

The filing’s Rule 10b5-1 checkbox is not marked as being under a trading plan. This indicates the reported RSU grant was not affirmatively designated as made pursuant to a Rule 10b5-1 pre-arranged trading arrangement in this disclosure.

How is ownership of the granted QTI shares reported for Bryan Timm?

The 9,000 shares associated with the restricted stock unit award are reported as direct ownership. After the August 4, 2026 transaction, total shares following the transaction are shown as 9,000, reflecting this new equity position in QT Imaging Holdings, Inc.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

TIMM BRYAN

(Last) (First) (Middle)

C/O 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)
08/04/2026

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	08/04/2026		A		9,000(1)	A	$0.00	9,000	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

Explanation of Responses:

1. Subject to the Reporting Person's continued service to QT Imaging Holdings, Inc. (the "Company"), one-third of the Restricted Stock Unit ("RSU") shall vest on August 15, 2027, 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, 2029.

	/s/ Bryan Timm	08/06/2026
	** 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)