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May 15, 2026
QT Imaging Holdings Announces Pricing of $10 Million Underwritten Public Offering
QT Imaging Holdings, Inc. (“QT Imaging” or the “Company”) (Nasdaq: QTI), a medical device company dedicated to transforming breast health management through innovative, radiation-free imaging technology, announced today the pricing of an underwritten public offering of 2,000,000 shares of common stock (or pre-funded warrants in lieu thereof) for gross proceeds of $10 million.
Ladenburg Thalmann & Co. Inc. is acting as sole book-running manager and Northland Capital Markets is acting as co-manager for the offering.
“This capital raise marks an important milestone for our company and reflects strong investor confidence in our strategy, execution, and long-term market opportunity,” said Dr. Raluca Dinu, Chief Executive Officer of QT Imaging. “This financing along with the extension of the maturity date of our senior secured term loan by two years provide the Company with additional flexibility to focus on our commercial, clinical, and strategic growth initiatives.”
Each share of common stock is being sold to the public at a public offering price of $5.00 per share and each pre-funded warrant is being sold to the public at the public offering price of each share of common stock less the $0.0001 per share nominal exercise price for each pre-funded warrant. Gross proceeds to the Company from this offering are expected to be approximately $10 million, before deducting underwriting discounts and commissions and other offering expenses. Each pre-funded warrant will be immediately exercisable, will entitle the holder to purchase one share of common stock, and may be exercised at any time until exercised in full.
QT Imaging intends to use the net proceeds from the offering for working capital and for general corporate purposes.
This offering is expected to close on or about May 18, 2026, subject to the satisfaction of customary closing conditions.
The securities described in this press release are being offered pursuant to a shelf registration statement on Form S‑3 (File No. 333-294705), which was declared effective by the United States Securities and Exchange Commission (“SEC”) on April 3, 2026, and the related registration statement filed under Rule 462(b) of the Securities Act of 1933, as amended, which became automatically effective upon filing. The offering will be made only by means of a written prospectus that forms part of the effective registration statement. A final prospectus supplement and accompanying prospectus describing the terms of the offering will be filed with the SEC and will be available on its website at www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus relating to the offering may also be obtained by contacting Ladenburg Thalmann & Co. Inc., Prospectus Department, 640 Fifth Avenue, 4th Floor, New York, New York 10019 or by email at prospectus@ladenburg.com.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described therein, nor shall there be any sales of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.