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. 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.
ScanTech AI Systems, Inc. reported operational and financing activity tied to its January 2, 2025 business combination and the six months ended June 30, 2025. The company had 48,262,310 shares issued and outstanding as of June 30, 2025 (14,184,397 as of December 31, 2024) and reported no impairment charges for the six months ended June 30, 2025 or the year ended December 31, 2024. All revenue for the three- and six-month periods ended June 30, 2025 and 2024 was recognized at a point-in-time upon customer acceptance for CT Sentinel scanning systems and bins, with certain when-and-if-available operating system updates recognized straight-line if material. Cash and contract-related balances of $755,406 and $1,621,707 were recorded as of June 30, 2025 and December 31, 2024, respectively. The Company has one short-term operating lease for an office and warehouse in Buford, Georgia. Multiple bridge loans, amendments and conversions resulted in large issuances of common stock to lenders and counterparties (for example, 5,350,000 shares issued to Seaport on April 17, 2025 and a total of 8,350,000 shares issued to Seaport in connection with agreements and warrant exercises). As of December 31, 2024, certain related-party debt was reclassified to additional paid-in capital ($54,499,066) and warrant/derivative liabilities were settled at closing. The Company expects an effective tax rate of 0% for fiscal year 2025 due to non-taxable debt extinguishment gains and a full valuation allowance against deferred tax assets.
ScanTech AI Systems Inc. director and Chief Executive Officer Dolan Falconer reported a voluntary forfeiture of 207,256 restricted stock units granted May 2, 2025, under the 2023 Equity Incentive Plan. Following the forfeiture, Mr. Falconer beneficially owns 864,072 shares of common stock. The Form 4 lists the transaction date as 09/03/2025 and the filing signature date as 09/04/2025. The filing identifies Falconer as both a director and the CEO and indicates the Form was filed by one reporting person.
ScanTech AI Systems Inc. (STAI) reported an insider acquisition by DeMeakey Williams. The filing shows a non-derivative grant of 343,602 common shares under the company's 2023 Equity Incentive Plan at an indicated price of $0.5064 per share, resulting in total reported beneficial ownership of 347,870 shares.
The shares reported are held of record by Crane Consulting Firm, Corp., of which Mr. Williams is the sole owner and for which he discloses voting and investment discretion. Mr. Williams disclaims beneficial ownership except to the extent of his pecuniary interest. His listed role is Senior Vice President of Sales, Business Development, and Investor Relations.
ScanTech AI Systems Inc. reported the entry into a material definitive agreement by filing an 8-K. The company disclosed a Consultancy Agreement dated
ScanTech AI Systems Inc. reported that Nasdaq has notified the company it is not in compliance with Nasdaq Listing Rule 5250(c)(1) because it did not timely file its Quarterly Report on Form 10-Q for the period ended June 30, 2025. The notice does not immediately affect the listing of the company’s common stock on The Nasdaq Global Market.
The company has 60 calendar days from the notice date to submit a plan to regain compliance and intends to file the late quarterly report as soon as practicable and, if needed, submit such a plan. If Nasdaq accepts the plan, it may grant up to 180 calendar days from the original due date of the quarterly report, until February 16, 2026, for the company to return to compliance; otherwise, the company could appeal any adverse decision to a Nasdaq Hearings Panel.
ScanTech AI Systems Inc. reported that director Thomas McMillen resigned from its Board of Directors and all related committees effective August 22, 2025. The company stated that his resignation was not due to any dispute or disagreement regarding its operations, policies, or practices.
Following his departure, existing independent director Michael McGarrity, already on the Nominating and Corporate Governance Committee, was appointed as that committee’s new chair. In addition, Board Chairman and independent director Bradley Buswell was appointed to the Audit Committee to fill the vacancy created by Mr. McMillen’s resignation.
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