Welcome to our dedicated page for ScanTech AI Systems SEC filings (Ticker: STAI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
ScanTech AI Systems Inc. (STAI) files a range of documents with the U.S. Securities and Exchange Commission (SEC) that provide detailed insight into its AI-driven security screening and imaging business, capital structure, and Nasdaq listing status. As a Nasdaq-listed emerging growth company, ScanTech AI uses Forms 10-Q and 10-K for periodic financial reporting, and frequently files Current Reports on Form 8-K to disclose material events.
Recent Form 8-K filings describe topics such as restatements of interim financial statements, non-reliance on previously issued financials, changes to bylaws, reverse stock split implementation, annual meeting results, equity incentive plan amendments, equity line of credit approvals, strategic partnerships, and notices from creditors regarding promissory notes and potential events of default. Other filings, including Form 12b-25 (NT 10-Q), explain delays in quarterly reports and the company’s plan to file within the permitted extension period.
Investors interested in ScanTech AI’s Nasdaq listing compliance can review filings that discuss market value of listed securities (MVLS) and market value of publicly held shares (MVPHS) deficiencies, minimum bid price issues, and the company’s requests for hearings before a Nasdaq Hearings Panel. These documents outline actions such as reverse stock splits, applications to transfer between Nasdaq market tiers, and the status of automatic and extended stays of delisting determinations.
Through this page, users can access ScanTech AI’s 10-K and 10-Q reports for financial statements and risk disclosures, Form 4 and related insider transaction reports when available, and proxy statements (DEF 14A) that cover director elections, auditor ratification, reverse stock split proposals, equity incentive plans, and equity line of credit approvals. Stock Titan’s AI-powered tools can help summarize lengthy filings, highlight key sections related to CT security technology, governance, financing arrangements, and listing standards, and make it easier to interpret complex regulatory language.
ScanTech AI Systems Inc. (STAI) disclosed receipt of a default notice from Silverback Capital related to a senior secured promissory note originally issued to 340 Broadway Holdings for $1,000,000 bearing 15% annual interest and maturing on January 22, 2026. Silverback asserts a missed quarterly interest payment and inadequate advance notice, claims an “Event of Default,” and states the outstanding principal is $1,112,500 as of October 23, 2025, due to capitalization of the missed interest.
The company states this disclosure does not admit agreement with Silverback’s assertions, claims, or figures and that it is reviewing the notice and underlying documents. If unresolved, the matter could have a material adverse effect on liquidity, financial condition, and results. The alleged default may also trigger an Event of Default under the separate up to $1,500,000 340 Broadway/SPCC Note, which could add 18% default interest and a greater conversion discount for future conversions into common stock.
ScanTech AI Systems (STAI) is asking stockholders to vote at its virtual 2025 annual meeting on November 21, 2025. The agenda includes electing one Class I director, ratifying a new audit firm, approving flexibility to conduct one or more reverse stock splits, expanding and updating the equity plan, and authorizing share issuances under an equity line of credit for Nasdaq purposes.
The board seeks authority to effect reverse stock splits from 1-for-2 up to 1-for-100, not to exceed 1-for-250 in total, with no change to authorized shares. The proposal is aimed at addressing Nasdaq listing requirements after a minimum bid price deficiency notice; the closing price was $0.5544 on October 14, 2025. Shares outstanding were 71,219,522 as of the October 14, 2025 record date.
ScanTech also proposes increasing the 2025 Equity Incentive Plan by 6,800,000 shares and adopting an evergreen feature in a separate vote. The company reports total plan overhang of 10,800,000 shares (15.16%) tied to the plan, based on outstanding shares. The auditor item follows UHY’s resignation and the appointment of Berkowitz Pollack Brant Advisors + CPAs for 2025. Stockholders are also asked to approve, for Nasdaq Listing Rule 5635 purposes, the issuance of common stock under an October 8, 2025 equity line purchase agreement.
ScanTech AI Systems (STAI) reported an insider transaction on a Form 4. On 10/10/2025, the reporting person sold 125,000 shares of common stock at a price of $0.7252 per share (transaction code S).
Following the sale, the reporting person reported 16,302,973 shares beneficially owned, marked as Indirect (I). A footnote states the shares are held by Seaport Group SIBS LLC (managed by Seaport Global Asset Management LLC), and Stephen C. Smith is the manager of SGAM. The relationship to the issuer is indicated as Director.
ScanTech AI Systems Inc. (STAI) reported receiving default-related notices from two creditors and adopted amended bylaws. SPCC asserted that the Company’s October 8, 2025 Purchase Agreement violated covenants under a senior secured note of up to $1,500,000 (15% interest, maturing July 3, 2026). Per the SPCC notice, default interest of 18% began on September 11, 2025, citing accrued interest of $15,283, a balance of $1,083,922 as of September 10, 2025, a mandatory repayment amount of $1,625,883 as of October 10, 2025, and an increase in conversion discount from 20% to 45%. The Company disputes these assertions.
The Company also received a notice from Polar regarding a $1,250,000 note, asserting the settlement is void due to unregistered shares by August 1, 2025, that the note matured on that date, and that it has been accruing 18% interest since then. The Company is reviewing and may dispute these claims. It cautioned that failure to resolve could have a material adverse effect.
The Board approved amended bylaws, including a stockholder quorum of at least one-third in voting power, and set the 2025 Annual Meeting for November 21, 2025 with record date October 14, 2025. Stockholder proposal deadlines are October 24–25, 2025 per the described rules.
ScanTech AI Systems, Inc. (STAI) filed a Form 8-K reporting that it entered into a material definitive agreement and related unregistered sales of equity securities. The filing lists a Purchase Agreement dated October 8, 2025 with ARC Group International Ltd., and a Form of Pre-Funded Warrant as exhibits, plus a press release dated October 10, 2025. The 8-K identifies the topics disclosed as: entry into a material definitive agreement, unregistered sales of equity securities, Regulation FD disclosure, and financial statements and exhibits. The document is signed by Chief Executive Officer Dolan Falconer. No transaction amounts, number of securities, pricing, or additional financial details are provided in the text supplied here.
ScanTech AI Systems Inc. reported that its Audit Committee appointed Berkowitz Pollack Brant Advisors + CPAs as the company’s new independent registered public accounting firm. The engagement covers the fiscal year ending December 31, 2025 and certain interim periods.
The company stated that during its fiscal years ended December 31, 2024 and 2023, and through October 6, 2025, it did not consult with Berkowitz Pollack Brant on the application of accounting principles, potential audit opinions, or any matters involving disagreements or reportable events under SEC rules.
ScanTech AI Systems Inc. disclosed a change in its certifying accountant in a Form 8-K. The filing states the company submitted an accountant-related disclosure and included a letter from UHY as an exhibit. The document identifies the affected securities symbol (STAI) and that the change was filed as an item related to changes in the registrant's certifying accountant. The filing does not include financial statements, reasons for the change, or narrative explanation of any impact on prior-period audits.
ScanTech AI Systems, Inc. (STAI) amended its quarterly report disclosing extensive post-period capital restructurings, debt conversions and equity issuances tied to its January 2, 2025 business combination. All revenue for the three and six months ended June 30, 2025 and 2024 was recognized at a point-in-time upon customer acceptance for CT Sentinel systems and related bins, with certain when-and-if-available software updates recognized straight-line if material. The company reported no impairment charges for the six months ended June 30, 2025 or year ended December 31, 2024.
The filing details numerous share issuances and settlements: 48,262,310 shares issued and outstanding as of June 30, 2025 (14,184,397 at Dec 31, 2024), multiple issuances to Seaport and other creditors totaling millions of shares (including 5,350,000 and 8,350,000 share issuances in April 2025), debt-to-equity conversions, and reclassification of $54,499,066 of related party debt to additional paid-in capital. The company expects an effective tax rate of 0% for fiscal 2025 due to valuation allowances and non-taxable gains on debt extinguishment.
Seaport Global Asset Management LLC reported a sale of 115,000 shares of ScanTech AI Systems Inc. (STAI) common stock. The shares were disposed at a price of $0.5076 per share. After the reported transaction, the reporting person beneficially owns 16,427,973 shares indirectly through an affiliated entity; those shares are managed by Seaport Global Asset Management LLC with an additional ownership link to an identified manager. The filing identifies the transaction as a direct sale by the reporting entity and provides an explanation of indirect ownership but contains no other financial metrics or forward-looking commentary.