MARPAI, INC. RECEIVES ADDITIONAL $200,000 INVESTMENT FROM DAMIEN LAMENDOLA'S HILLCOUR INVESTMENT FUND

Rhea-AI Summary

Marpai (OTCQX: MRAI) announced a private placement on Oct 6, 2025 raising approximately $200,000 from HillCour Investment Fund, an entity controlled by CEO Damien Lamendola. The purchase comprised 147,058 shares at $1.36 per share. The company said net proceeds will be used for general corporate purposes, including accelerating product deployment, enhancing its technology platform, and deepening market penetration among self-funded employer groups. Marpai reported a total of $1.7 million raised in Q3 2025. The placement relied on exemptions under Section 4(a)(2) and Regulation D and is not an offer to sell publicly.

Positive

• Private placement raised $200,000 via 147,058 shares
• Q3 2025 total capital raised reached $1.7 million
• Proceeds earmarked for technology and product acceleration

Negative

• 147,058 shares issued in private placement, which is potentially dilutive
• Investor is an entity controlled by the CEO, creating a related-party transaction

A Total of $1.7 Million Raised in Q3 2025

TAMPA, Fla., Oct. 6, 2025 /PRNewswire/ -- Marpai, Inc. ("Marpai" or the "Company") (OTCQX: MRAI), an independent national Third-Party Administration ("TPA") company today announced a private placement for the purchase and sale of 147,058 shares of common stock to HillCour Investment Fund, LLC ("HillCour"), an entity controlled by the Company's Chief Executive Officer, Damien Lamendola, at a price of $1.36 per share for aggregate gross proceeds of approximately $200,000. The Company intends to use the net proceeds from the offering for general corporate purposes, including accelerating the deployment of advanced product offerings, expanding and enhancing Marpai's technology platform and deepening market penetration among self-funded employer groups nationwide.

"I continue to invest in Marpai because I believe in what we're building—smarter healthcare, better outcomes, and a scalable platform that's disrupting a massive market," said Damien Lamendola, CEO and Director of Marpai, Inc. "My personal commitment—financial and operational—reflects my deep confidence in our team, our technology, and our ability to execute on a growth strategy that I believe will lead to sustainable profitability. I am all in."

The offering is being made in reliance on an exemption from the registration requirement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"), and/or Regulation D promulgated thereunder, and applicable state securities laws. Accordingly, the securities offered in the private placement may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirement of the Securities Act and such applicable state securities laws.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About Marpai, Inc.

Marpai, Inc. (OTCQX: MRAI) is a technology platform company which operates subsidiaries that provide TPA and value-oriented health plan services to employers that directly pay for employee health benefits. Primarily competing in the $150 billion TPA sector and $550 billion Pharmacy Benefit Management ("PBM") industry serving self-funded employer health plans representing over $1.5 trillion in annual claims. Through its Marpai Saves initiative, the Company works to deliver the healthiest member population for the health plan budget. Operating nationwide, Marpai offers access to leading provider networks including Cigna and all TPA services. For more information, visit www.marpaihealth.com, the content of which is not incorporated by reference into this press release. Investors are invited to visit https://ir.marpaihealth.com.

About HillCour Investment Fund

HillCour Investment Fund is a private investment vehicle managed by Damien Lamendola, focused on high-growth, technology-driven companies positioned for disruptive market impact.

Forward-Looking Statement Disclaimer

This press release contains forward-looking statements, as that term is defined in the Private Litigation Reform Act of 1995, that involve significant risks and uncertainties. Forward-looking statements can be identified through the use of words such as "anticipates," "expects," "intends," "plans," "believes," "seeks," "estimates," "guidance," "may," "can," "could", "will", "potential", "should," "goal" and variations of these words or similar expressions. For example, the Company is using forward looking statements when it discusses the expected use of proceeds and that Mr. Lamendola's personal financial and operational commitment reflects his deep confidence in the Company's team, technology and its ability to execute on a growth strategy that it believes will lead to sustainable profitability. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect Marpai's current expectations and speak only as of the date of this release. Actual results may differ materially from Marpai's current expectations depending upon a number of factors. These factors include, among others, adverse changes in general economic and market conditions, competitive factors including but not limited to pricing pressures and new product introductions, uncertainty of customer acceptance of new product offerings and market changes, risks associated with managing the growth of the business. Except as required by law, Marpai does not undertake any responsibility to revise or update any forward-looking statements whether as a result of new information, future events or otherwise.

More detailed information about Marpai and the risk factors that may affect the realization of forward-looking statements is set forth in Marpai's filings with the Securities and Exchange Commission. Investors and security holders are urged to read these documents free of charge on the SEC's web site at http://www.sec.gov.

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SOURCE Marpai

FAQ

How much did Marpai (MRAI) raise in the Oct 6, 2025 private placement?

Marpai raised approximately $200,000 from HillCour via a private placement on Oct 6, 2025.

How many shares did HillCour buy in Marpai (MRAI) and at what price?

HillCour purchased 147,058 shares at $1.36 per share.

What will Marpai (MRAI) use the $200,000 private placement proceeds for?

Proceeds are intended for general corporate purposes, including accelerating product deployment and enhancing Marpai's technology platform.

Who controls HillCour Investment Fund that invested in Marpai (MRAI)?

HillCour is controlled by Marpai's CEO, Damien Lamendola.

How much capital did Marpai (MRAI) raise in Q3 2025 in total?

Marpai reported a total of $1.7 million raised in Q3 2025.