0001213900-23-076421.txt : 20230913 0001213900-23-076421.hdr.sgml : 20230913 20230913172021 ACCESSION NUMBER: 0001213900-23-076421 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: Fan Wensheng CENTRAL INDEX KEY: 0001992128 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40058 FILM NUMBER: 231253515 MAIL ADDRESS: STREET 1: 3320 SPRING MOUNTAIN DRIVE CITY: PLANO STATE: TX ZIP: 75025 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 0001992128 Fan Wensheng 2515 MCKINNEY AVENUE STE. 1000 DALLAS TX 75201 1 1 0 0 CHIEF EXECUTIVE OFFICER 0 COMMON STOCK 2023-09-11 4 J 0 145489 A 145489 D INCENTIVE STOCK OPTION 1.03 2023-09-11 4 J 0 872938 A 2029-04-30 COMMON STOCK 872938 872938 D INCENTIVE STOCK OPTION 2.17 2023-09-11 4 J 0 261881 A 2030-06-25 COMMON STOCK 261881 1134819 D INCENTIVE STOCK OPTION 2.17 2023-09-11 4 J 0 87293 A 2030-06-25 COMMON STOCK 87293 1222112 D INCENTIVE STOCK OPTION 2.17 2023-09-11 4 J 0 342192 A 2031-01-15 COMMON STOCK 342192 1564304 D INCENTIVE STOCK OPTION 5.47 2023-09-11 4 J 0 9699 A 2031-10-08 COMMON STOCK 9699 1574003 D INCENTIVE STOCK OPTION 4.95 2023-09-11 4 J 0 77594 A 2032-02-03 COMMON STOCK 77594 1651597 D INCENTIVE STOCK OPTION 4.54 2023-09-11 4 J 0 22043 A 2033-04-13 COMMON STOCK 22043 1673640 D NON-QUALIFIED STOCK OPTION 4.54 2023-09-11 4 J 0 66704 A 2033-04-13 COMMON STOCK 66704 1740344 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 are fully vested and exercisable. 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: 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. 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. 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. 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. 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 /s/ Wensheng Fan 2023-09-11