0001213900-23-076679.txt : 20230914
0001213900-23-076679.hdr.sgml : 20230914
20230914160232
ACCESSION NUMBER: 0001213900-23-076679
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230911
FILED AS OF DATE: 20230914
DATE AS OF CHANGE: 20230914
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Thatcher Jeffrey Edward
CENTRAL INDEX KEY: 0001992211
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40058
FILM NUMBER: 231255133
MAIL ADDRESS:
STREET 1: 6659 ESCONDIDO ST
CITY: IRVING
STATE: TX
ZIP: 75039
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
0001992211
Thatcher Jeffrey Edward
2515 MCKINNEY AVENUE STE. 1000
DALLAS
TX
75201
0
1
0
0
CHIEF SCIENTIST
0
COMMON STOCK
2023-09-11
4
J
0
23278
A
23278
D
INCENTIVE STOCK OPTION
1.03
2023-09-11
4
J
0
569350
A
2029-04-30
COMMON STOCK
569350
569350
D
INCENTIVE STOCK OPTION
2.17
2023-09-11
4
J
0
232783
A
2030-06-25
COMMON STOCK
232783
232783
D
INCENTIVE STOCK OPTION
4.95
2023-09-11
4
J
0
24248
A
2032-02-03
COMMON STOCK
24248
24248
D
INCENTIVE STOCK OPTION
4.54
2023-09-11
4
J
0
7274
A
2033-04-13
COMMON STOCK
7274
7274
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.
These options are 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: 33% of the stock options vested on 2/3/2023; 33% vest on 2/3/2024; and the remainder vest on 2/3/2025.
These options vest and become exercisable as follows: 33% of the stock options vest on 4/13/2024; 33% vest on 4/13/2025; and the remainder vest on 4/13/2026.
/s/ Jeffrey Thatcher
2023-09-13