Form 4: Spectral AI Director John Michael DiMaio Boosts Stake with Significant Stock Purchases

Spectral AI, Inc. Director and 10% Owner John Michael DiMaio has increased his direct beneficial ownership in the company through recent open market purchases of common stock.

Summary

• John Michael DiMaio, a Director and 10% Owner of Spectral AI, Inc. (MDAI), acquired additional shares of common stock.
• On June 9, 2025, Mr. DiMaio purchased 2,000 shares of common stock at a weighted average price of $2.1 per share.
• On June 10, 2025, he acquired an additional 9,700 shares of common stock at a weighted average price of $2.11 per share, with transactions ranging from $2.0535 to $2.1156.
• Following these transactions, Mr. DiMaio's direct beneficial ownership of common stock stands at 2,503,608 shares.
• The filing also details existing derivative securities, including 5,292 ISOs and 20,352 ISOs, both with an exercise price of $1.67 and expiring on May 15, 2034, which are 100% vested.
• Additionally, Mr. DiMaio holds 250,000 NQSOs with an exercise price of $1.25, expiring on April 23, 2035; 100,000 of these NQSOs vest monthly over 12 months starting April 23, 2025, and the remaining 150,000 vest upon achievement of certain milestones.

Sentiment

Score: 7

Explanation: The sentiment is positive due to significant insider buying by a Director and 10% owner, indicating strong confidence in the company. The vesting schedule for some options tied to milestones introduces a minor element of uncertainty, but the overall signal is bullish.

Positives

• A Director and 10% Owner, John Michael DiMaio, increased his stake in Spectral AI, Inc. through open market purchases, signaling confidence in the company's future.
• The acquisition of 11,700 shares of common stock demonstrates continued insider buying.
• A significant portion of the reported stock options (ISOs) are fully vested, providing immediate exercisable value.

Negatives

• A portion of the Non-Qualified Stock Options (NQSOs), specifically 150,000 shares, are subject to vesting upon the achievement of 'certain milestones,' which introduces uncertainty regarding their full realization.

Future Outlook

The document primarily reports past transactions and current holdings, with limited forward-looking statements beyond the vesting schedule of certain stock options tied to future milestones.

Management Comments

• The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the reported ranges.

Industry Context

This Form 4 filing reflects an insider's increased investment in Spectral AI, Inc., a company likely operating in the medical technology or artificial intelligence sector, given its name. Insider buying can be a positive signal within the industry, suggesting management's belief in the company's prospects, potentially driven by upcoming product developments, market expansion, or positive financial performance.

Stakeholder Impact

• Shareholders: The insider buying by a Director and 10% owner may instill greater confidence among existing shareholders and potentially attract new investors, as it signals management's belief in the company's value.
• Employees: The vesting of NQSOs, particularly those tied to milestones, could incentivize performance and align employee interests with company success.

Next Steps

• Achievement of certain milestones for the vesting of 150,000 NQSOs.
• Continued monthly vesting of 100,000 NQSOs over a 12-month period starting April 23, 2025.

Key Dates

Recommendation

Keywords

Spectral AI, MDAI, SEC Form 4, Insider Trading, Stock Purchase, Beneficial Ownership, Director, Equity Acquisition, Common Stock, Stock Options, NQSO, ISO