SCHEDULE: Seaport Global Reports 22.9% Stake in ScanTech AI

Seaport Global Asset Management and affiliates reported a 22.9% beneficial ownership stake in ScanTech AI Systems Inc. following a business combination and various share acquisitions.

Summary

• Seaport Global Asset Management LLC, Seaport Group SIBS LLC, and Stephen C. Smith (collectively, the "Reporting Persons") beneficially own 16,302,973 shares of ScanTech AI Systems Inc. Common Stock.
• This ownership represents 22.9% of the outstanding Common Stock, based on 71,219,522 shares as of October 14, 2025.
• The stake originated from a business combination on January 2, 2025, where Mars Acquisition Corp. merged with ScanTech Identification Beam Systems, LLC, resulting in ScanTech AI Systems Inc. as the surviving entity.
• Seaport Group SIBS LLC received 5,554,792 shares as part of the merger consideration.
• A $1 million senior unsecured promissory note provided by SIBS for transaction financing was satisfied by the Issuer delivering 303,951 shares on February 18, 2025.
• SIBS received warrants to purchase 3 million shares on February 18, 2025, and subsequently exercised them on April 2, 2025.
• SIBS was issued 2,249,230 shares on February 28, 2025, for extending lines of credit to ScanTech.
• An additional 5,350,000 shares were issued to SIBS on April 17, 2025, in exchange for terminating a $2,250,000 Credit Facility and other loans.
• SIBS received 200,000 additional shares on April 2, 2025, as consideration for the termination of Credit Facilities.
• Seaport Group SIBS LLC sold 115,000 shares at $0.5076 per share on September 19, 2025.
• Seaport Group SIBS LLC sold 125,000 shares at $0.7252 per share on October 10, 2025.

Sentiment

Score: 6

Explanation: The sentiment is moderately positive due to the significant beneficial ownership stake and the substantial financial support provided by the reporting persons to ScanTech AI Systems Inc. However, the recent sales of shares, albeit a small portion of their total holdings, introduce a slight cautionary note, preventing a higher score.

Positives

• Reporting persons hold a substantial 22.9% beneficial ownership stake in ScanTech AI Systems Inc., indicating significant strategic interest and confidence.
• Seaport Group SIBS LLC provided substantial financing to ScanTech AI Systems Inc. through a $1 million promissory note and various credit facilities, supporting the company's operations and business combination.

Negatives

• Seaport Group SIBS LLC sold a total of 240,000 shares in September and October 2025, which could be interpreted as profit-taking or a slight reduction in exposure.
• The share sale prices of $0.5076 and $0.7252 might be considered low depending on the company's valuation and the reporting persons' cost basis.

Future Outlook

No explicit forward-looking statements or guidance are provided by ScanTech AI Systems Inc. in this filing. The filing primarily details past transactions and current beneficial ownership of the reporting persons.

Industry Context

ScanTech AI Systems Inc.'s name suggests involvement in the artificial intelligence and identification systems sector, a rapidly evolving and high-growth industry. The significant investment by Seaport Global and its affiliates indicates a belief in the company's potential within this competitive landscape, though the filing itself does not provide broader industry analysis.

Related Party Transactions

• Seaport Group SIBS LLC provided a $1 million senior unsecured promissory note to ScanTech AI Systems Inc. (the Issuer).
• Seaport Group SIBS LLC extended lines of credit to ScanTech (a subsidiary of the Issuer) which were converted into shares.
• Seaport Group SIBS LLC provided a $2,250,000 Credit Facility and other loans to ScanTech, which were terminated in exchange for shares.
• Shares of Common Stock were issued to Seaport Group SIBS LLC as consideration for the business combination, promissory note, credit facilities, and warrant exercise.

Stakeholder Impact

• Shareholders: The significant ownership stake by Seaport Global and affiliates could be viewed as a vote of confidence, potentially stabilizing the stock, though recent sales might introduce some uncertainty.
• Company (ScanTech AI Systems Inc.): Benefited from substantial financing provided by Seaport Group SIBS LLC, which supported its business combination and operations.

Key Dates

Recommendation

The filing indicates a substantial, long-term investment by Seaport Global and its affiliates in ScanTech AI Systems Inc., stemming from the company's business combination and prior financing. While the recent small sales by SIBS might warrant attention, the overall 22.9% beneficial ownership suggests continued strategic interest. Investors should hold to observe the company's performance and any further actions by this significant shareholder.

Keywords

ScanTech AI Systems, Seaport Global, beneficial ownership, Schedule 13D, common stock, business combination, investment, AI, identification systems