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Form 4 Spectral AI, Inc. For: Apr 24 Filed by: Capone Vincent S.

April 27, 2026 5:39 PM
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Capone Vincent S.
(Last) (First) (Middle)
2515 MCKINNEY AVENUE
SUITE 1000
(Street)
DALLAS TX 75201
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Spectral AI, Inc. [ MDAI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
04/24/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 04/24/2026 A 100,000 (1) A $ 0 286,450 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
ISO $ 4.47 (2) 05/06/2032 Common Stock 60,955 60,955 D
NQSO $ 4.36 (2) 05/06/2032 Common Stock 6,939 6,939 D
ISO $ 4.48 (3) 04/13/2033 Common Stock 6,014 6,014 D
NQSO $ 4.48 (3) 04/13/2033 Common Stock 12,027 12,027 D
ISO $ 5.54 (4) 06/01/2033 Common Stock 6,466 6,581 D
NQSO $ 5.54 (4) 06/01/2033 Common Stock 12,932 13,162 D
NQSO $ 1.20 (5) 04/01/2035 Common Stock 75,000 75,000 D
Restricted Stock Units $ 1.84 (6) 04/20/2036 Common Stock 100,000 100,000 D
Explanation of Responses:
1. The total includes 100,000 restricted stock units ("RSUs"), which are fully vested and were issued on 4/24/2026.
2. The stock options are fully vested and exercisable.
3. 100% of the stock options are vested as of the date hereof.
4. 33% of the stock options vested on 6/29/2024, 33% vested on 6/29/2025, and the remainder vest on 6/25/2026.
5. 33% vested on 4/1/2026, and the remainder vest upon the achievement of certain milestones.
6. 50% of the RSUs, 2026. 50% of the RSU will vest on April 1, 2027.
/s/ Vincent S. Capone 04/27/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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