QT Imaging Holdings, Inc. submitted a current report describing that it has released its financial results for the three months ended September 30, 2025. The company announced these quarterly results in a separate press release dated November 10, 2025, which is attached as Exhibit 99.1.
The report specifies that the earnings information in Item 2.02 and Exhibit 99.1 is being furnished to the SEC rather than filed, meaning it is not subject to certain liability provisions and is not automatically incorporated into other registration statements. The filing also notes that the press release includes forward-looking statements and related risk disclosures.
QT Imaging Holdings, Inc. filed a Form S-1 to register up to 29,336,017 shares of common stock for resale by selling securityholders, to be offered from time to time after effectiveness. The registration covers 2,562,334 already-issued shares and 26,773,683 shares issuable upon warrant exercises, including Five Year Common Warrants (24,442,342 shares), Ten Year Common Warrants (523,286 shares), and Pre-Funded Warrants (1,808,055 shares).
The company will not receive proceeds from sales by selling holders; it may receive cash only if warrants are exercised. The filing details a 3:1 reverse stock split effective October 23, 2025. It also outlines financing events: a senior secured term loan with Lynrock Lake totaling $15,100,000 and a related warrant adjusted to 20,333,623 shares at $1.20 post-split, and three private placements with aggregate gross proceeds of approximately $500,000, $200,000, and $18,180,655. The prospectus warns that large potential resales could pressure the stock price.
QT Imaging Holdings, Inc. (QTIH) announced market effectiveness of a 3:1 reverse stock split on October 24, 2025. The company disclosed the update via a press release titled “QT Imaging 3:1 Reverse Stock Split Market Effective on October 24, 2025,” furnished as Exhibit 99.1.
The notice was provided under Item 8.01 (Other Events) in a current report, with the filing signed by Chief Executive Officer Raluca Dinu.
QT Imaging Holdings, Inc. implemented a reverse stock split of its common stock at a 3:1 ratio. The Certificate of Amendment became effective at 4:01 p.m. Eastern Time on October 23, 2025.
The company’s common stock will begin trading on the OTCQB Venture Market on a reverse split‑adjusted basis on October 24, 2025. Stockholders previously approved a reverse split within a 2:1 to 20:1 range, and the board set the final ratio at 3:1.
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.