4//SEC Filing
Lamendola Damien 4
Accession 0001104659-22-094095
CIK 0001844392other
Filed
Aug 23, 8:00 PM ET
Accepted
Aug 24, 6:23 PM ET
Size
11.9 KB
Accession
0001104659-22-094095
Insider Transaction Report
Form 4
Marpai, Inc.MRAI
Lamendola Damien
DirectorChief Executive Officer10% Owner
Transactions
- Purchase
Class A Common Stock
2022-08-22$0.90/sh+44,346$39,690→ 2,457,314 total(indirect: See footnote) - Purchase
Class A Common Stock
2022-08-24$1.12/sh+135,944$151,863→ 2,705,223 total(indirect: See footnote) - Purchase
Class A Common Stock
2022-08-23$1.07/sh+111,965$120,150→ 2,569,279 total(indirect: See footnote)
Holdings
- 3,726,695(indirect: See footnote)
Class A Common Stock
Footnotes (6)
- [F1]The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.878 to $0.90, inclusive. The Reporting Person undertakes to provide to Marpai, Inc. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote (1).
- [F2]The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.9229 to $1.17, inclusive. The Reporting Person undertakes to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote (2).
- [F3]The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.998 to $1.22, inclusive. The Reporting Person undertakes to provide to the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote (3).
- [F4]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.
- [F5]Held by HillCour Investment Fund, LLC, of which Mr. Lamendola is the Manager, and holds the voting and dispositive power over the securities held by HillCour Investment Fund, LLC.
- [F6]Held by WellEnterprises USA, LLC, a wholly owned subsidiary of HillCour, Inc., which is wholly owned by HillCour Holding Corporation, a corporation controlled by Mr. Lamendola. Mr. Lamendola holds the voting and dispositive power over the securities held by WellEnterprises USA, LLC.
Documents
Issuer
Marpai, Inc.
CIK 0001844392
Entity typeother
Related Parties
1- filerCIK 0001884274
Filing Metadata
- Form type
- 4
- Filed
- Aug 23, 8:00 PM ET
- Accepted
- Aug 24, 6:23 PM ET
- Size
- 11.9 KB