QT Imaging Holdings Enters Material Definitive Agreement
Ticker: QTIWW · Form: 8-K · Filed: Dec 12, 2024 · CIK: 1844505
| Field | Detail |
|---|---|
| Company | Qt Imaging Holdings, Inc. (QTIWW) |
| Form Type | 8-K |
| Filed Date | Dec 12, 2024 |
| Risk Level | medium |
| Pages | 5 |
| Reading Time | 6 min |
| Key Dollar Amounts | $0.0001 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, corporate-action
TL;DR
QT Imaging (QTGH) signed a big deal, details to come.
AI Summary
On December 11, 2024, QT Imaging Holdings, Inc. entered into a material definitive agreement. The company, formerly known as GigCapital5, Inc., is based in Novato, California, and operates in the electromedical apparatus industry.
Why It Matters
This filing indicates a significant new contract or partnership for QT Imaging Holdings, which could impact its future revenue and operational direction.
Risk Assessment
Risk Level: medium — Entering into material definitive agreements can carry risks related to the terms, execution, and potential impact on the company's financial health.
Key Players & Entities
- QT Imaging Holdings, Inc. (company) — Registrant
- GigCapital5, Inc. (company) — Former company name
- December 11, 2024 (date) — Date of earliest event reported
- Novato, CA (location) — Principal executive offices
FAQ
What is the nature of the material definitive agreement entered into by QT Imaging Holdings, Inc.?
The filing states that QT Imaging Holdings, Inc. entered into a material definitive agreement on December 11, 2024, but the specific details of the agreement are not provided in this excerpt.
When was the report filed with the SEC?
The report was filed as of December 12, 2024.
What was QT Imaging Holdings, Inc. previously named?
QT Imaging Holdings, Inc. was formerly known as GigCapital5, Inc.
Where are QT Imaging Holdings, Inc.'s principal executive offices located?
The principal executive offices of QT Imaging Holdings, Inc. are located at 3 Hamilton Landing, Suite 160, Novato, CA 94949.
What is QT Imaging Holdings, Inc.'s Standard Industrial Classification code?
QT Imaging Holdings, Inc.'s Standard Industrial Classification code is 3845, which corresponds to Electromedical & Electrotherapeutic Apparatus.
Filing Stats: 1,614 words · 6 min read · ~5 pages · Grade level 15.7 · Accepted 2024-12-12 08:30:11
Key Financial Figures
- $0.0001 — ich registered Common stock, par value $0.0001 per share QTI The Nasdaq Stock Market L
Filing Documents
- qti-20241211.htm (8-K) — 42KB
- qti-nxcamendedandrestatedd.htm (EX-10.1) — 123KB
- 0001844505-24-000085.txt ( ) — 358KB
- qti-20241211.xsd (EX-101.SCH) — 3KB
- qti-20241211_def.xml (EX-101.DEF) — 16KB
- qti-20241211_lab.xml (EX-101.LAB) — 29KB
- qti-20241211_pre.xml (EX-101.PRE) — 17KB
- qti-20241211_htm.xml (XML) — 3KB
01 Entry into a Definitive Material Agreement
Item 1.01 Entry into a Definitive Material Agreement As previously disclosed in a Current Report filed with the Securities and Exchange Commission (the " SEC ") on June 18, 2024, QT Imaging Holdings, Inc., a Delaware corporation (" QT Imaging "), entered into a Distribution Agreement, with NXC Imaging, Inc. (" NXC "), a wholly-owned subsidiary of Canon Medical Systems USA, Inc. (" CMSU ") (the " Distribution Agreement "), pursuant to which QT Imaging appointed NXC as the exclusive reseller to market, advertise, and resell certain Equipment (as defined in the Distribution Agreement) in the U.S. and U.S. territories. On October 29, 2024, the parties entered into Amendment No. 1 to the Distribution Agreement (the " First Amendment ") to expand Section 20 of the Distribution Agreement to provide that NXC shall be obligated to inform its customers who purchase the Equipment that such customers shall not (i) use, copy, distribute, display, perform, or prepare derivative works of any materials accompanying or embodied in the Equipment (except to the extent expressly permitted by such customer's license to such Equipment and its documentation) or (ii) use any Seller Marks (as defined in the Distribution Agreement), in each case without QT Imaging's prior written consent. Further, the First Amendment provides that upon any unauthorized use of the Seller Marks or materials accompanying the Equipment by any customer, NXC shall promptly inform QT Imaging and provide all reasonably requested assistance in termination such unauthorized use. On December 11, 2024, QT Imaging and NXC entered into the Amended and Restated Distribution Agreement (the " Amended Distribution Agreement "), which amends and restates the Distribution Agreement in its entirety. The Amended Distribution Agreement provides for the following modifications to the Distribution Agreement, with the balance of terms (including those added by the First Amendment) remaining materially unchanged: Sale of Equip
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits: Exhibit No. Description 10.1* Amended and Restated Distribution Agreement, dated as of December 11, 2024, by and between QT Imaging Holdings, Inc. and NXC Imaging, Inc. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) *Certain of the exhibits and schedules to this exhibit have been omitted in accordance with Regulation S-K Item 601(b)(2) because it is both (i) immaterial and (ii) treated by QT Imaging as private and confidential. The Registrant agrees to furnish supplementally a copy of all omitted exhibits and schedules to the SEC upon request. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: December 12, 2024 QT Imaging Holdings, Inc. By: /s/ Raluca Dinu Name: Raluca Dinu Title: Chief Executive Officer