SHIV SAGIV 4

What Happened

• Shiv Sagiv, a director of Marpai, Inc. (MRAI), had two reportable equity events: a forfeiture and a subsequent grant. On 2025-12-08, 50,000 restricted stock units (RSUs) were disposed to the issuer (reported as a disposition at $0.00) — footnote indicates this represents forfeiture of unvested RSUs. On 2026-05-29 he was granted/acquired 125,000 RSUs at $0.00; the filing states these RSUs were granted under Marpai’s 2024 Global Stock Incentive Plan and were deemed fully vested on the issuance date (i.e., became owned immediately). Neither transaction generated proceeds (priced at $0).

Key Details

• Transaction dates and prices:
  • 2025-12-08: Disposition to issuer of 50,000 shares @ $0.00 (forfeiture) — F1.
  • 2026-05-29: Grant/acquisition of 125,000 RSUs @ $0.00; deemed fully vested on issuance — F2.
• Shares owned after transaction: not specified in the filing.
• Footnotes: F1 = forfeiture of unvested RSUs; F2 = RSUs granted under 2024 plan and fully vested on issuance.
• Filing timeliness: Form 4 was filed 2026-06-02. The reported transactions occurred on 2025-12-08 and 2026-05-29, so the filing was late for these events.

Context

• These were equity award/forfeiture events (RSUs), not open-market purchases or sales. The 125,000 RSUs being "fully vested on issuance" means Sagiv received vested shares immediately on grant; the 50,000 disposition reflects cancellation of prior unvested RSUs, not a market sale. Such award/forfeiture activity is administrative and doesn’t by itself indicate insider buying or selling intent.