PONS ROBERT M 4

What Happened

• Robert M. Pons, a director of Marpai, Inc. (MRAI), had two equity-related events reported on Form 4. On Dec 8, 2025 he recorded a disposition to the issuer of 50,000 shares (reported at $0.00, $0 total) representing the forfeiture of unvested restricted stock units (RSUs). On May 29, 2026 he was granted 100,000 RSUs (reported at $0.00, $0 total) that the filing states were deemed fully vested on the issuance date.
• These actions are not open-market buy/sell transactions: the first is a forfeiture of unvested awards and the second is an equity award. Net effect reported between the two items is an increase of 50,000 RSUs granted versus forfeited.

Key Details

• Transaction dates and codes:
  • 2025-12-08 — Disposition to issuer (D): 50,000 shares @ $0.00 (forfeiture) [Footnote F1].
  • 2026-05-29 — Award/Grant (A): 100,000 RSUs @ $0.00, deemed fully vested on issuance [Footnote F2].
• Reported dollar value: $0.00 per share; $0 total for each line (typical for RSU grant/forfeiture entries).
• Shares owned after the transactions: not specified in the information provided in this summary (check the full Form 4 for reported beneficial ownership).
• Notable footnotes:
  • F1: Forfeiture of unvested RSUs per award terms.
  • F2: RSUs granted under Marpai’s 2024 Global Stock Incentive Plan and deemed fully vested on issuance.
• Filing timeliness: The Form 4 was filed on 2026-06-02. The Dec 8, 2025 and May 29, 2026 transactions were reported outside the typical two-business-day window for Form 4 filings, so the filing was late — late filings reduce transparency and can draw SEC attention or penalties.

Context

• RSUs are compensation awards that convert into shares when vested; reporting at $0 typically reflects that no cash changed hands on grant/forfeiture.
• Forfeitures and awards are compensation events and do not necessarily indicate the insider’s view of the stock—awards often reflect pay or retention, while forfeitures can result from termination or other conditions.
• Unlike open-market purchases (which can be a stronger bullish signal), these entries are administrative equity events; retail investors should view them as part of executive compensation rather than direct trading sentiment.