Daniel Cloutier - Dec 10, 2021 Form 4 Insider Report for BRAIN SCIENTIFIC INC. (BRSF)

Role: Director
Signature: /s/ Daniel Cloutier
Stock symbol: BRSF
Transactions as of: Dec 10, 2021
Transactions value $: $0
Form type: 4
Date filed: 8/25/2022, 11:19 AM
Previous filing: Aug 25, 2022

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	BRSF	Options to Purchase Common Stock	Award	$0	+362K		$0.00	362K	Feb 3, 2022	Common Stock	362K	$0.29	Direct	F1
transaction	BRSF	Options to purchase Common Stock	Award	$0	+305K		$0.00	305K	Aug 19, 2022	Common Stock	305K	$0.12	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The options were initially issued to Mr. Cloutier pursuant to a stock option agreement, dated December 10, 2021, whereby Mr. Cloutier was issued 61,140 options to purchase shares of common stock of the Issuer with an exercise price of $0.21. On February 3, 2022, the Issuer and Mr. Cloutier entered into an amended stock option agreement (the "Amendment") whereby (i) the number of options issued to Mr. Cloutier was amended to 362,069, and (ii) the exercise price was amended to $0.29. Pursuant to the Amendment, the options shall vest and become exercisable pursuant to the following schedule: 46,623 options vested and became exercisable on December 31, 2021, 89,277 options vested and became exercisable on March 31, 2022; 90,269 options shall become exercisable on June 30,2022, 91,261 options shall become exercisable on September 30,2022; and 44,639 options shall become exercisable on December 31, 2022.
F2	304,608 stock options (the "Options") were granted to Mr. Kukekov on August 19, 2022 (the "Date of Grant"), pursuant to the Brain Scientific 2022 Stock Incentive Plan. The Options shall vest and become exercisable on the following schedule: (i) 61,552 Options shall vest immediately, (ii) 69,444 Options shall vest on August 30, 2022, (iii) 69,444 Options shall vest on September 30, 2022, (iv) 69,444 Options shall vest on October 30, 2022, and (v) 34,724 Options shall vest on November 15, 2022.

Content

The options were initially issued to Mr. Cloutier pursuant to a stock option agreement, dated December 10, 2021, whereby Mr. Cloutier was issued 61,140 options to purchase shares of common stock of the Issuer with an exercise price of $0.21. On February 3, 2022, the Issuer and Mr. Cloutier entered into an amended stock option agreement (the "Amendment") whereby (i) the number of options issued to Mr. Cloutier was amended to 362,069, and (ii) the exercise price was amended to $0.29. Pursuant to the Amendment, the options shall vest and become exercisable pursuant to the following schedule: 46,623 options vested and became exercisable on December 31, 2021, 89,277 options vested and became exercisable on March 31, 2022; 90,269 options shall become exercisable on June 30,2022, 91,261 options shall become exercisable on September 30,2022; and 44,639 options shall become exercisable on December 31, 2022.

304,608 stock options (the "Options") were granted to Mr. Kukekov on August 19, 2022 (the "Date of Grant"), pursuant to the Brain Scientific 2022 Stock Incentive Plan. The Options shall vest and become exercisable on the following schedule: (i) 61,552 Options shall vest immediately, (ii) 69,444 Options shall vest on August 30, 2022, (iii) 69,444 Options shall vest on September 30, 2022, (iv) 69,444 Options shall vest on October 30, 2022, and (v) 34,724 Options shall vest on November 15, 2022.