Welcome to our dedicated page for QT Imaging Holdings SEC filings (Ticker: qti), 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.
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QT Imaging Holdings’ Second Amended and Restated Certificate of Incorporation, effective March 4, 2024, grants broad indemnification to current and former directors, officers, employees and agents to the fullest extent permitted by law. The Charter and cited Delaware law (Section 145 of the DGCL) allow the company to pay or advance expenses, including attorneys’ fees, judgments, fines, ERISA excise taxes and settlement amounts, for persons involved in threatened, pending or completed proceedings arising from service to the company or at its request for other entities. The DGCL also expressly permits insurance to cover such liabilities. The filing restates that indemnification rights are nonexclusive and confirms advancement of defense expenses subject to applicable law.
QT Imaging Holdings, Inc. disclosed the appointment of Michael Jennings as Chief Financial Officer with a CFO employment agreement that provides, if terminated without a Change of Control and upon an effective release of claims, nine months of his then-current base salary paid monthly, continuation of company-paid health coverage for up to nine months (or until he begins comparable full-time coverage), and immediate vesting of equity awards through the next scheduled vesting date. Mr. Jennings, age 58, is a CPA with senior finance experience at UpHealth and eHealth and has led finance, SEC reporting, and large system implementations.
The company also announced a Warrant Repurchase Agreement providing $5.0 million in new funding to repurchase and cancel Yorkville warrants, as disclosed in press releases attached as exhibits.
QT Imaging Holdings, Inc. entered into a three-year exclusive distribution agreement with Gulf Medical Co. covering sales of its QT Breast Acoustic CT Scanners and QTI Cloud Platform SaaS subscriptions in Saudi Arabia. The deal runs from August 21, 2025 through August 21, 2028 and can be extended for one year if Gulf Medical meets defined minimum purchase and revenue requirements. If these minimums are not met, QT Imaging may either terminate exclusivity while continuing non-exclusive supply or terminate the agreement. Gulf Medical is responsible for local regulatory approvals, shipping-related costs, and taxes in Saudi Arabia, while QT Imaging provides training, professional services, warranty coverage of at least one year and up to five years, and retains all intellectual property rights.
QT Imaging Holdings, Inc. reported the results of its 2025 Annual Meeting of Stockholders held on August 19, 2025. Stockholders representing 20,846,542 of the 28,710,144 shares of common stock entitled to vote were present, establishing a quorum. Two Class I directors, Daniel Dickson and James Greene, were elected, receiving 17,768,717 and 17,798,921 votes “for,” respectively. Stockholders also ratified BPM LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2025, with 20,677,932 votes “for.” In addition, stockholders approved an amendment to the Second Amended and Restated Certificate of Incorporation to authorize a reverse stock split at a ratio between 2:1 and 20:1, to be fixed by the Board, with 19,621,693 votes “for.”
Zeev Weiner, a director of QT Imaging Holdings, Inc. (QTI/QTIH), was granted 25,000 stock options on 08/11/2025 with an exercise price of $1.90. The option award is reported as a direct holding and the filing shows 25,000 derivative securities beneficially owned following the transaction.
The grant vests one-third on August 15, 2026, with the remaining two-thirds vesting in eight equal quarterly installments on each November 15, February 15, May 15 and August 15, resulting in full vesting on August 15, 2028, subject to continued service. The Form 4 is signed by Zeev Weiner on 08/13/2025 and lists an expiration date of 08/11/2035 for the option term as reported.
QT Imaging Holdings, Inc. director Taylor Ross was granted 25,000 stock options with an exercise price of $1.90, reported as a Section 16 Form 4 filing. The options were granted on 08/11/2025 and are exercisable for common stock.
Vesting is time-based: one-third vests on August 15, 2026, and the remaining two-thirds vest in eight equal quarterly installments on each November 15, February 15, May 15 and August 15, resulting in full vesting on August 15, 2028, subject to continued service. The report identifies the award as a direct beneficial ownership of 25,000 options.
QT Imaging Holdings reported an insider grant of 25,000 stock options to John C. Klock Jr., a director and 10% owner. The options were granted on 08/11/2025 with an exercise price of $1.90 and cover 25,000 underlying shares of common stock. The filing indicates the options are held directly and shows an expiration date of 08/11/2035.
The grant vests over time: one-third vests on August 15, 2026, and the remaining two-thirds vest in eight equal quarterly installments each Nov 15, Feb 15, May 15, and Aug 15, becoming fully vested on August 15, 2028, subject to continued service. The Form 4 was signed by Mr. Klock on 08/13/2025.
QT IMAGING HOLDINGS, INC. [QTIH] reporting person Dr. Avi S. Katz, identified as Chairman and a director, reported an acquisition of 25,000 stock options on 08/11/2025 with an exercise price of $1.90 and an expiration date of 08/11/2035. The filing lists the options as held directly and acquired under Transaction Code "A".
Vesting is defined: one-third vests on August 15, 2026 and the remaining two-thirds vest in eight equal quarterly installments on subsequent November 15, February 15, May 15, and August 15, completing on August 15, 2028, subject to continued service. The form is signed by Dr. Katz on 08/13/2025.
James S. Greene, a director of QT Imaging Holdings (ticker QTI), was granted 25,000 stock options on 08/11/2025 with an exercise price of $1.90. The options give the right to purchase 25,000 shares of common stock and carry an expiration date of 08/11/2035. The grant vests over time: one-third on August 15, 2026 and the remaining two-thirds in eight equal quarterly installments on each subsequent November 15, February 15, May 15 and August 15, fully vesting on August 15, 2028, subject to continued service. After the reported transaction Mr. Greene directly beneficially owns 25,000 options.
QT Imaging Holdings, Inc. reporting person Dr. Raluca Dinu, who serves as Chief Executive Officer and a director, was granted 25,000 stock options on 08/11/2025. The options have an exercise price of $1.90 and a stated expiration date of 08/11/2035, and are reported as directly owned following the grant.
The grant vests over roughly three years: one-third vests on August 15, 2026, and the remaining two-thirds vest in eight equal quarterly installments on each November 15, February 15, May 15 and August 15, with full vesting on August 15, 2028, subject to continued service. The award ties management compensation to future equity performance and would create dilution if exercised.