QTI · Qt Imaging Holdings, Inc.

Subject to the Reporting Person's continued service to QT Imaging Holdings, Inc. (the "Company"), one-third of the Restricted Stock Unit ("RSU") shall vest on May 15, 2027, and the remaining two-thirds will vest in eight equal quarterly installments on each subsequent August 15, November 15, February 15, and May 15, such that the grant will be fully vested on May 15, 2029; all RSUs shall immediately vest in the event of a Change of Control (as defined in the QT Imaging Holdings, Inc. 2024 Equity Incentive Plan) of the Company.

Subject to the Reporting Person's continued service to QT Imaging Holdings, Inc. (the "Company"), twenty-five percent of the Restricted Stock Unit ("RSU") will vest on each of May 15, 2026, August 15, 2026, November 15, 2026, and February 15, 2027; all RSUs shall immediately vest in the event of a Change of Control (as defined in the QT Imaging Holdings, Inc. 2024 Equity Incentive Plan) of the Company.

Subject to the Reporting Person's continued service to QT Imaging Holdings, Inc. (the "Company"), twenty-five percent of the Restricted Stock Unit ("RSU") will vest on each of May 15, 2026, August 15, 2026, November 15, 2026, and February 15, 2027; all RSUs shall immediately vest in the event of a Change of Control (as defined in the QT Imaging Holdings, Inc. 2024 Equity Incentive Plan) of the Company.

Subject to the Reporting Person's continued service to the Company, one-third of this Restricted Stock Unit will vest on May 15, 2027, and the remaining two-thirds will vest in eight equal quarterly installments on each subsequent August 15, November 15, February 15, and May 15, such that the grant will be fully vested on May 15, 2029; all shares under this Restricted Stock Unit shall immediately vest in the event of a Change of Control (as defined in the QT Imaging Holdings, Inc. 2024 Equity Incentive Plan) of the Company.

Subject to the Reporting Person's continued service to the Company, the Restricted Stock Unit shall vest quarterly over sixteen equal quarterly installments beginning on May 15, 2026 and on each subsequent August 15, November 15, February 15, and May 15, such that the grant will be fully vested on February 15, 2030; all shares under this Restricted Stock Unit shall immediately vest in the event of a Change of Control (as defined in the QT Imaging Holdings, Inc. 2024 Equity Incentive Plan) of the Company.

Subject to the Reporting Person's continued service to QT Imaging Holdings, Inc. (the "Company"), twenty-five percent of the Restricted Stock Unit ("RSU") will vest on each of May 15, 2026, August 15, 2026, November 15, 2026, and February 15, 2027; all RSUs shall immediately vest in the event of a Change of Control (as defined in the QT Imaging Holdings, Inc. 2024 Equity Incentive Plan) of the Company.

Subject to the Reporting Person's continued service to QT Imaging Holdings, Inc. (the "Company"), twenty-five percent of this Restricted Stock Unit will vest on each of May 15, 2026, August 15, 2026, November 15, 2026, and February 15, 2027; all shares under this Restricted Stock Unit shall immediately vest in the event of a Change of Control (as defined in the QT Imaging Holdings, Inc. 2024 Equity Incentive Plan) of the Company.

Subject to the Reporting Person's continued service to QT Imaging Holdings, Inc. (the "Company"), twenty-five percent of the Restricted Stock Unit ("RSU") will vest on each of May 15, 2026, August 15, 2026, November 15, 2026, and February 15, 2027; all RSUs shall immediately vest in the event of a Change of Control (as defined in the QT Imaging Holdings, Inc. 2024 Equity Incentive Plan) of the Company.

The number of shares beneficially owned reflects the 3-for-1 reverse stock split effected October 23, 2025.

Subject to the Reporting Person's continued service to QT Imaging Holdings, Inc. (the "Company"), twenty-five percent of the Restricted Stock Unit ("RSU") will vest on each of May 15, 2026, August 15, 2026, November 15, 2026, and February 15, 2027; all RSUs shall immediately vest in the event of a Change of Control (as defined in the QT Imaging Holdings, Inc. 2024 Equity Incentive Plan) of the Company.

Subject to the Reporting Person's continued service to QT Imaging Holdings, Inc. (the "Company"), twenty-five percent of the Restricted Stock Unit ("RSU") will vest on each of May 15, 2026, August 15, 2026, November 15, 2026, and February 15, 2027; all RSUs shall immediately vest in the event of a Change of Control (as defined in the QT Imaging Holdings, Inc. 2024 Equity Incentive Plan) of the Company.

The number of shares beneficially owned reflects the 3-for-1 reverse stock split effected October 23, 2025.

The number of shares beneficially owned reflects the 3-for-1 reverse stock split effected October 23, 2025.

The number of shares beneficially owned reflects the 3-for-1 reverse stock split effected October 23, 2025.

The number of shares beneficially owned reflects the 3-for-1 reverse stock split effected October 23, 2025.

The number of shares beneficially owned reflects the 3-for-1 reverse stock split effected October 23, 2025.

One-third of the grant will vest on August 15, 2026, and the remaining two-thirds will vest in eight equal quarterly installments on each subsequent November 15, February 15, May 15, and August 15, such that the grant will be fully vested on August 15, 2028, subject to continued service with the Issuer through each vesting date.

One-third of the grant will vest on August 15, 2026, and the remaining two-thirds will vest in eight equal quarterly installments on each subsequent November 15, February 15, May 15, and August 15, such that the grant will be fully vested on August 15, 2028, subject to continued service with the Issuer through each vesting date.

One-third of the grant will vest on August 15, 2026, and the remaining two-thirds will vest in eight equal quarterly installments on each subsequent November 15, February 15, May 15, and August 15, such that the grant will be fully vested on August 15, 2028, subject to continued service with the Issuer through each vesting date.

One-third of the grant will vest on August 15, 2026, and the remaining two-thirds will vest in eight equal quarterly installments on each subsequent November 15, February 15, May 15, and August 15, such that the grant will be fully vested on August 15, 2028, subject to continued service with the Issuer through each vesting date.

One-third of the grant will vest on August 15, 2026, and the remaining two-thirds will vest in eight equal quarterly installments on each subsequent November 15, February 15, May 15, and August 15, such that the grant will be fully vested on August 15, 2028, subject to continued service with the Issuer through each vesting date.

One-third of the grant will vest on August 15, 2026, and the remaining two-thirds will vest in eight equal quarterly installments on each subsequent November 15, February 15, May 15, and August 15, such that the grant will be fully vested on August 15, 2028, subject to continued service with the Issuer through each vesting date.

One-third of the grant will vest on August 15, 2026, and the remaining two-thirds will vest in eight equal quarterly installments on each subsequent November 15, February 15, May 15, and August 15, such that the grant will be fully vested on August 15, 2028, subject to continued service with the Issuer through each vesting date.

The grant will vest in four equal quarterly installments beginning on May 15, 2025, and continuing on August 15, 2025, November 15, 2025 and February 15, 2026, such that the grant will be fully vested on February 15, 2026, subject to continued service with the Issuer through each vesting date.

The grant will vest in four equal quarterly installments beginning on May 15, 2025, and continuing on August 15, 2025, November 15, 2025 and February 15, 2026, such that the grant will be fully vested on February 15, 2026, subject to continued service with the Issuer through each vesting date.

One-third of the grant will vest on February 15, 2026, and the remaining two thirds will vest in eight equal quarterly installments on each subsequent May 15, August 15, November 15 and February 15, such that the grant will be fully vested on February 15, 2028, subject to continued service with the Issuer through each vesting date.

The grant will vest in four equal quarterly installments beginning on May 15, 2025, and continuing on August 15, 2025, November 15, 2025 and February 15, 2026, such that the grant will be fully vested on February 15, 2026, subject to continued service with the Issuer through each vesting date.

The grant will vest in four equal quarterly installments beginning on May 15, 2025, and continuing on August 15, 2025, November 15, 2025 and February 15, 2026, such that the grant will be fully vested on February 15, 2026, subject to continued service with the Issuer through each vesting date.

The grant will vest in four equal quarterly installments beginning on May 15, 2025, and continuing on August 15, 2025, November 15, 2025 and February 15, 2026, such that the grant will be fully vested on February 15, 2026, subject to continued service with the Issuer through each vesting date.

The grant will vest in four equal quarterly installments beginning on May 15, 2025, and continuing on August 15, 2025, November 15, 2025 and February 15, 2026, such that the grant will be fully vested on February 15, 2026, subject to continued service with the Issuer through each vesting date.

One-third of the grant will vest on February 15, 2026, and the remaining two thirds will vest in eight equal quarterly installments on each subsequent May 15, August 15, November 15 and February 15, such that the grant will be fully vested on February 15, 2028, subject to continued service with the Issuer through each vesting date.

These shares and warrants represent 50% of the shares and warrants that were purchased jointly with the Reporting Person's spouse, Dr. Avi S. Katz, who is also a director of the Issuer and is separately reporting the other 50% of such purchased shares and warrants.

These shares and warrants represent 50% of the shares and warrants that were purchased jointly with the Reporting Person's spouse, Dr. Raluca Dinu, who is also a director of the Issuer and is separately reporting the other 50% of such purchased shares and warrants.

These shares and warrants represent 50% of the shares and warrants that were purchased jointly with the Reporting Person's spouse, Dr. Avi S. Katz, who is also a director of the Issuer and is separately reporting the other 50% of such purchased shares and warrants.

These shares and warrants represent 50% of the shares and warrants that were purchased jointly with the Reporting Person's spouse, Dr. Raluca Dinu, who is also a director of the Issuer and is separately reporting the other 50% of such purchased shares and warrants.

Distribution of shares of Common Stock and Warrants to direct and indirect members of GigAcqusitions5, LLC (the "Sponsor").

The Common Stock and Warrants are held directly by the Sponsor. The shares held by the Sponsor are beneficially owned by Dr. Katz. Dr. Katz is also the Manager of the Sponsor, who has sole voting and dispositive power over the shares held by the Sponsor.

The Common Stock and Warrants are held directly by the Sponsor. The shares held by the Sponsor are beneficially owned by Dr. Katz. Dr. Katz is also the Manager of the Sponsor, who has sole voting and dispositive power over the shares held by the Sponsor.

The Common Stock is held directly by the Sponsor. The shares held by the Sponsor are beneficially owned by Dr. Katz. Dr. Katz is also the Manager of the Sponsor, who has sole voting and dispositive power over the shares held by the Sponsor.

The Common Stock and Subscription Warrant are held directly by Sky D Ventures, LLC. The shares and warrants held by Sky D Ventures, LLC are beneficially owned by Mr. Greene, the Issuer's member of the Board of Directors. Mr. Greene is also the Managing Member of Sky D Ventures, LLC, who has sole voting and dispositive power over the shares and warrant held by Sky D Ventures, LLC.