0001104659-22-064219.txt : 20220524 0001104659-22-064219.hdr.sgml : 20220524 20220524160303 ACCESSION NUMBER: 0001104659-22-064219 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220523 FILED AS OF DATE: 20220524 DATE AS OF CHANGE: 20220524 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gonzalez Edmundo CENTRAL INDEX KEY: 0001514678 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40904 FILM NUMBER: 22956614 MAIL ADDRESS: STREET 1: C/O SELWAY CAPITAL ACQUISITION CORP. STREET 2: 74 GRAND AVENUE, 2ND FLOOR CITY: ENGLEWOOD STATE: NJ ZIP: 07631 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Marpai, Inc. CENTRAL INDEX KEY: 0001844392 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 5701 EAST HILLSBOROUGH AVENUE, SUITE 141 CITY: TAMPA STATE: FL ZIP: 33610 BUSINESS PHONE: 646-303-3483 MAIL ADDRESS: STREET 1: 5701 EAST HILLSBOROUGH AVENUE, SUITE 141 CITY: TAMPA STATE: FL ZIP: 33610 4 1 tm2216790_4.xml OWNERSHIP DOCUMENT X0306 4 2022-05-23 0 0001844392 Marpai, Inc. MRAI 0001514678 Gonzalez Edmundo C/0 MARPAI, INC. 5701 EAST HILLSBOROUGH AVE., SUITE 1417 TAMPA FL 33610-5428 1 1 0 0 Chief Executive Officer Class A Common Stock 2022-05-23 4 P 0 2001 1.5251 A 851080 D Class A Common Stock 2022-05-24 4 P 0 7999 1.4907 A 859079 D Class A Common Stock 313110 I See footnote The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $1.50 to $1.55, 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 sold at each separate price within the ranges set forth in this footnote (1). The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $1.46 to $1.51, 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 sold at each separate price within the ranges set forth in this footnote (2). 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. Held by Grays West Ventures LLC ("Grays West"), of which Mr. Gonzalez is the sole member, and has the sole voting and dispositive power over the shares held by Grays West. /s/ Edmundo Gonzalez 2022-05-24