Fan Wensheng 4

Accession 0001213900-23-076421

CIK 0001833498other

View on SEC.gov Company Profile

Filed

Sep 12, 8:00 PM ET

Accepted

Sep 13, 5:20 PM ET

Size

24.4 KB

Accession

0001213900-23-076421

Insider Transaction Report

Form 4

Period: 2023-09-11

Spectral AI, Inc.MDAI

Fan Wensheng

DirectorCHIEF EXECUTIVE OFFICER

Transactions

Other
INCENTIVE STOCK OPTION
2023-09-11+261,881→ 1,134,819 total
Exercise: $2.17Exp: 2030-06-25→ COMMON STOCK (261,881 underlying)
Other
INCENTIVE STOCK OPTION
2023-09-11+87,293→ 1,222,112 total
Exercise: $2.17Exp: 2030-06-25→ COMMON STOCK (87,293 underlying)
Other
INCENTIVE STOCK OPTION
2023-09-11+342,192→ 1,564,304 total
Exercise: $2.17Exp: 2031-01-15→ COMMON STOCK (342,192 underlying)
Other
NON-QUALIFIED STOCK OPTION
2023-09-11+66,704→ 1,740,344 total
Exercise: $4.54Exp: 2033-04-13→ COMMON STOCK (66,704 underlying)
Other
INCENTIVE STOCK OPTION
2023-09-11+872,938→ 872,938 total
Exercise: $1.03Exp: 2029-04-30→ COMMON STOCK (872,938 underlying)
Other
COMMON STOCK
2023-09-11+145,489→ 145,489 total
Other
INCENTIVE STOCK OPTION
2023-09-11+9,699→ 1,574,003 total
Exercise: $5.47Exp: 2031-10-08→ COMMON STOCK (9,699 underlying)
Other
INCENTIVE STOCK OPTION
2023-09-11+77,594→ 1,651,597 total
Exercise: $4.95Exp: 2032-02-03→ COMMON STOCK (77,594 underlying)
Other
INCENTIVE STOCK OPTION
2023-09-11+22,043→ 1,673,640 total
Exercise: $4.54Exp: 2033-04-13→ COMMON STOCK (22,043 underlying)

Footnotes (10)

[F1]On September 11, 2023, Spectral AI, Inc., a Delaware corporation formerly known as Rosecliff Acquisition Corp. I (the "Issuer") and Spectral MD Holdings Ltd ("Spectral") consummated the business combination (the "Business Combination") pursuant to that certain business combination agreement, dated April 11, 2023 (as amended, the "Business Combination Agreement"). In connection with the closing of the Business Combination (the "Closing"), each 10.31 shares of common stock of Spectral outstanding immediately prior to the Closing were exchanged for one share of common stock of the Issuer, par value $0.0001 (the "Common Stock").
[F10]These options vest and become exercisable as follows: 33% of the stock options vest on 04/13/2024, 33% vest on 4/13/2025, and the remainder vest on 04/13/202
[F2]The Reporting Person received these shares of Common Stock in connection with the Closing for no additional consideration.
[F3]In connection with the Closing, the Issuer assumed the obligations of Spectral with respect to Spectral's outstanding stock options (both incentive stock options and non-qualified stock options).
[F4]These options are fully vested and exercisable.
[F5]The Reporting Person received these securities in connection with the Closing, for no additional consideration, with each option exercisable for one share of the Issuer's Common Stock once such option fully vests.
[F6]These options vest and become exercisable as follows: 25% of the stock options vested on 6/25/2021, 25% vested on 6/25/2022, 25% vested on 6/25/2023, and the remainder vest on 6/25/2024.
[F7]These options vest and become exercisable as follows: 33% of the stock options vested on 1/15/2022, 33% vested on 1/15/2023, and the remainder vest on 1/15/2024.
[F8]These options vest and become exercisable as follows: 33% of the stock options vested on 10/08/2022, 33% vest on 10/8/2023, and the remainder vest on 10/08/2024.
[F9]These options vest and become exercisable as follows: 33% of the stock options vested on 02/03/2023, 33% vest on 02/03/2024, and the remainder vest on 02/03/2025.

Documents

1 file

4
ownership.xmlPrimary

Issuer

Spectral AI, Inc.

CIK 0001833498

→

Entity typeother

Related Parties

filerCIK 0001992128

Filing Metadata

Form type: 4
Filed: Sep 12, 8:00 PM ET
Accepted: Sep 13, 5:20 PM ET
Size: 24.4 KB

View on SEC.gov