QT Imaging subleases space/equipment to affiliate for $5,666/month; terminates MSA

On April 17, 2024, QT Imaging Holdings, Inc., a Delaware Corporation (the “ Company ”), entered into a Space and Equipment Sublease Agreement (the “ Space and Equipment Sublease ”) with QT Imaging Center, a California sole proprietorship of John C. Klock, M.D. (the “ Practice ”), pursuant to which the Practice will sublease certain medical equipment and space, currently leased from Hamilton Landing Novato LLC by the Company, to the Practice for use in its operations, on a full-time and exclusive basis.

As previously disclosed as Exhibit 10.23 to the Company’s Registration Statement on Form S-4 filed with the Securities and Exchange Commission (the “ SEC ”) on February 7, 2023, QT Imaging, Inc. entered into a Management Services Agreement (the “ MSA ”) with the Practice, dated as of September 1, 2020, as amended by the First Amendment to the MSA, dated June 1, 2021, and the Second Amendment, dated September 21, 2021, pursuant to which the Practice was engaged to provide medical services to the Company and the Company was engaged to provide management services to the Practice. Notice of the parties’ mutual decision to terminate the MSA, in accordance with Section 5.2(c) thereof, was delivered on March 22, 2024 and acknowledged by the Practice on April 17, 2024 with an effective date of April 1, 2024.