SCHEDULE: Insider Reduces Stake, Exits Board at Spectral AI

Erich Spangenberg has resigned from Spectral AI's board and, along with ELS 1960 Family, L.P., has reduced beneficial ownership below 5%, dissolving a prior investor group.

Summary

• Erich Spangenberg ceased serving as a director on the Board of Directors of Spectral AI, Inc. on May 28, 2025.
• The investor group previously formed among Erich Spangenberg, ELS 1960 Family, L.P., and Dr. Michael DiMaio has been dissolved.
• The Reporting Persons (Erich Spangenberg and ELS 1960 Family, L.P.) are no longer acting together with Dr. Michael DiMaio for the purpose of acquiring, holding, voting, or disposing of securities of Spectral AI, Inc.
• Erich Spangenberg beneficially owns 736,131 shares of Common Stock, representing 2.4% of the class.
• ELS 1960 Family, L.P. beneficially owns 158,557 shares of Common Stock, representing 0.5% of the class.
• The Reporting Persons ceased to beneficially own more than five percent of the outstanding shares of Common Stock of Spectral AI, Inc. on October 31, 2025.
• The percentages are based on 30,688,895 shares of Common Stock outstanding as of November 11, 2025, as disclosed in the Issuer's Form 10-Q filed on November 13, 2025.
• No transactions in the Common Stock of Spectral AI, Inc. were effected by the Reporting Persons in the past 60 days.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this as a moderately negative development, as the departure of a director and reduction in a significant shareholder's stake can signal reduced insider confidence or strategic disengagement, potentially impacting investor sentiment.

Negatives

• A significant insider, Erich Spangenberg, has resigned from the Board of Directors, potentially signaling reduced direct influence or engagement.
• The dissolution of the investor group with Dr. Michael DiMaio indicates a cessation of coordinated shareholder action.
• The Reporting Persons' beneficial ownership has fallen below the 5% threshold, reducing their reporting obligations and potentially their perceived commitment to the company.

Future Outlook

The Reporting Persons currently have no plans or proposals regarding Spectral AI, Inc. or its Common Stock, but may, at any time and from time to time, formulate other purposes, plans, or proposals depending on various factors and their overall investment strategies.

Industry Context

StockSavvy.ai notes that the departure of a director and the reduction of a significant shareholder's stake below the 5% threshold often signals a shift in the insider's investment strategy or a potential loss of confidence in the company's direction. This could be viewed negatively by the market, especially if the departing director was seen as a key advocate or strategic partner.

Management Changes

Corporate Governance

Stakeholder Impact

• Shareholders may perceive the director's resignation and reduction in beneficial ownership as a negative signal regarding the company's future prospects or governance stability.
• The dissolution of the investor group means less coordinated shareholder advocacy or oversight.

Next Steps

• The Reporting Persons may, at any time and from time to time, formulate other purposes, plans, or proposals regarding Spectral AI, Inc. or its shares of Common Stock.

Key Dates

Recommendation

A seasoned investor would likely interpret the resignation of a director who is also a significant beneficial owner, coupled with the dissolution of an investor group and a reduction in stake below 5%, as a strong negative signal. This suggests a loss of confidence or a strategic shift away from active engagement with the company by a key insider, which could lead to downward pressure on the stock price.

Keywords

Spectral AI, Schedule 13D, beneficial ownership, insider selling, board resignation, investor group dissolution, equity stake