Form 4: Marpai Inc. Insider Trades: CEO Acquires Shares

Marpai, Inc. CEO Damien Lamendola reports a significant acquisition of Class A Common Stock, increasing his direct and indirect holdings.

Summary

• Damien Lamendola, CEO of Marpai, Inc., has reported transactions involving Class A Common Stock.
• He acquired 300,000 shares of Class A Common Stock on May 29, 2026, with a transaction code 'A' and a price of $0.
• Following this transaction, his directly beneficially owned securities amount to 1,650,000 shares.
• Additionally, he holds indirect beneficial ownership of 6,419,893 shares through HillCour Investment Fund, LLC, where he is the Manager.
• He also has indirect beneficial ownership of 931,674 shares through WellEnterprises USA, LLC, a subsidiary of HillCour, Inc.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive filing, as it details an insider acquisition which can signal confidence, but lacks broader financial performance data.

Positives

• CEO Damien Lamendola has acquired a substantial number of Marpai, Inc. Class A Common Stock shares, indicating confidence in the company.
• The acquisition of 300,000 shares at a $0 price suggests these may be performance-based awards or part of an incentive plan.
• Lamendola's total beneficial ownership, both direct and indirect, remains significant, with over 8 million shares.
• The filing indicates that the restricted stock units were granted under the company's 2024 Global Stock Incentive Plan and are fully vested upon issuance.

Negatives

• The filing does not detail the specific reasons for the acquisition of shares at a $0 price, which could be a point of inquiry for investors.
• While indirect holdings are disclosed, the exact nature and control mechanisms over these entities (HillCour Investment Fund, LLC, WellEnterprises USA, LLC) are complex and could warrant further investigation.

Risks

• The reliance on indirect beneficial ownership structures could introduce complexities in understanding ultimate control and decision-making.
• The nature of the $0 acquisition price for 300,000 shares, while potentially positive, could also be subject to future adjustments or conditions not detailed in this filing.

Future Outlook

This filing primarily reports past transactions and does not contain forward-looking statements or guidance regarding future company performance.

Management Comments

• Mr. Lamendola holds the voting and dispositive power over the securities held by HillCour Investment Fund, LLC.
• Mr. Lamendola holds the voting and dispositive power over the securities held by WellEnterprises USA, LLC.

Industry Context

StockSavvy.ai notes that insider transactions, particularly by CEOs and Directors, are closely watched by the market as they can signal management's confidence in the company's future prospects. The acquisition of shares by Marpai's CEO, Damien Lamendola, could be interpreted as a positive signal, especially if it's part of a broader strategy or incentive program.

Corporate Governance

Related Party Transactions

• The filing details indirect beneficial ownership through entities managed or controlled by Damien Lamendola (HillCour Investment Fund, LLC, WellEnterprises USA, LLC), which represent related party holdings.

Stakeholder Impact

• Shareholders: The acquisition by the CEO may be viewed positively, suggesting confidence in the company's future. However, the lack of financial performance details limits immediate impact.
• Employees: The mention of the 2024 Global Stock Incentive Plan suggests that equity-based compensation is a component of employee incentives.
• Management: The filing directly reflects the beneficial ownership and transactions of the CEO, Damien Lamendola.

Next Steps

• Continued monitoring of Marpai, Inc.'s stock performance and future SEC filings for further insights into insider activity and company strategy.

Key Dates

Keywords

Marpai Inc., MRAI, Insider Trading, Form 4, SEC Filing, Stock Acquisition, CEO, Damien Lamendola, Class A Common Stock, Beneficial Ownership, Restricted Stock Units, Stock Incentive Plan