0001213900-23-076414.txt : 20230913 0001213900-23-076414.hdr.sgml : 20230913 20230913171445 ACCESSION NUMBER: 0001213900-23-076414 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230911 FILED AS OF DATE: 20230913 DATE AS OF CHANGE: 20230913 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Capone Vincent S. CENTRAL INDEX KEY: 0001992121 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40058 FILM NUMBER: 231253470 MAIL ADDRESS: STREET 1: 1620 GRASSHOPPER LANE CITY: LOWER GWYNEDD STATE: PA ZIP: 19002 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Spectral AI, Inc. CENTRAL INDEX KEY: 0001833498 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2515 MCKINNEY AVE #1000 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: (212) 492-3000 MAIL ADDRESS: STREET 1: 2515 MCKINNEY AVE #1000 CITY: DALLAS STATE: TX ZIP: 75201 FORMER COMPANY: FORMER CONFORMED NAME: Rosecliff Acquisition Corp I DATE OF NAME CHANGE: 20201123 4 1 ownership.xml X0508 4 2023-09-11 0 0001833498 Spectral AI, Inc. MDAI 0001992121 Capone Vincent S. 2515 MCKINNEY AVENUE STE. 1000 DALLAS TX 75201 0 1 0 0 GENERAL COUNSEL 0 COMMON STOCK 2023-09-11 4 J 0 9699 A 9699 D INCENTIVE STOCK OPTION 4.43 2023-09-11 4 J 0 60955 A 2032-05-06 COMMON STOCK 60955 60955 D NON-QUALIFIED STOCK OPTION 4.43 2023-09-11 4 J 0 6466 A 2032-05-06 COMMON STOCK 6466 67421 D INCENTIVE STOCK OPTION 4.54 2023-09-11 4 J 0 6013 A 2033-04-13 COMMON STOCK 6013 73434 D NON-QUALIFIED STOCK OPTION 4.54 2023-09-11 4 J 0 12027 A 2033-04-13 COMMON STOCK 12027 85461 D INCENTIVE STOCK OPTION 5.57 2023-09-11 4 J 0 6466 A 2033-06-29 COMMON STOCK 6466 91927 D NON-QUALIFIED STOCK OPTION 5.57 2023-09-11 4 J 0 12932 A 2033-06-29 COMMON STOCK 12932 104859 D 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"). The Reporting Person received these shares of Common Stock in connection with the Closing for no additional consideration. 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). These options vest and become exercisable as follows: 33 % of the options vested on 5/6/2023, 33% vest on 5/6/2024, and the remainder vest on 6/5/2025. 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. These options vest and become exercisable as follows: 33% of the options vest on 4/13/2024, 33% vest on 4/13/2025, and the remainder vest on 4/13/2026. These options vest and become exercisable as follows: 33% of the options vest on 6/29/2024, 33% vest on 6/29/2/205, and the remainder vest on 6/25/2026. /s/ Vincent Capone 2023-09-11