Edmundo Gonzalez - Jun 14, 2022 Form 4 Insider Report for Marpai, Inc. (MRAI)

Role
Chief Executive Officer, Director
Signature
/s/ Edmundo Gonzalez
Stock symbol
MRAI
Transactions as of
Jun 14, 2022
Transactions value $
$0
Form type
4
Date filed
6/16/2022, 04:06 PM
Previous filing
May 24, 2022
Next filing
Nov 17, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding MRAI Class A Common Stock 859K Jun 14, 2022 Direct
holding MRAI Class A Common Stock 313K Jun 14, 2022 See footnote F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction MRAI Stock Option (Right to Buy) Award $0 +175K $0.00 175K Jun 14, 2022 Class A Common Stock 175K $1.11 Direct F3
transaction MRAI Stock Option (Right to Buy) Award $0 +75K $0.00 75K Jun 14, 2022 Class A Common Stock 75K $1.11 Direct F4
transaction MRAI Stock Option (Right to Buy) Award $0 +214K $0.00 214K Jun 14, 2022 Class A Common Stock 214K $1.11 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the Agreement Relating to Voting Power between Co-Founders of Marpai, Inc. and Grant of a Power of Attorney and Proxy, dated June 28, 2021 (the "Power of Attorney and Proxy"), (i) HillCour Investment Fund, LLC and WellEnterprises USA, LLC (together, the "HillCour Founding Group") and (ii) Eli David, Yaron Eitan, Edmundo Gonzalez and Grays West Ventures, LLC (collectively, the "Grays Founding Group"), share voting power over a total of 7,826,531 shares of Marpai, Inc.'s Class A common stock with respect to certain specified matters. As a result of the Power of Attorney and Proxy, the HillCour Founding Group and Grays Founding Group, of which the reporting person is a member, are deemed to be a "group" under Rule 13d-5(d) of the Exchange Act.
F2 Held by Grays West Ventures LLC ("Grays West"), of which Mr. Gonzalez is the sole member, and has the sole voting and dispositive power over the shares held by Grays West.
F3 The option vests monthly over a three-year period, commencing on June 14, 2022.
F4 The option vests monthly over a four-year period, commencing on June 14, 2022.
F5 The option was issued in lieu of a cash bonus and is deemed fully vested on the issuance date.