Welcome to our dedicated page for Marpai SEC filings (Ticker: MRAI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Marpai, Inc. filings document material events, capital-structure matters and operating disclosures for a healthcare technology company whose Class A common stock trades on the OTCQX Market under MRAI. Recent Form 8-K reports cover results of operations, material definitive agreements and governance matters.
The filing record includes disclosures on promissory-note financing for working capital, amendments to note terms, officer appointments, and charter changes authorizing blank-check preferred stock. Marpai filings also identify its registered Class A common stock, emerging growth company status in certain reports, and formal risk and compliance references tied to its public-company reporting obligations.
Marpai, Inc. entered a Securities Purchase Agreement for a private placement of 3,850,000 shares of Class A common stock and warrants to purchase up to 7,700,000 shares, priced at $1.00 per share with an accompanying warrant.
The offering is expected to generate approximately $4 million in gross proceeds for working capital and general corporate purposes. Warrants are exercisable immediately at $1.00 per share and have a three‑year term, with customary anti‑dilution provisions. Participants include the Company’s COO and President, the Board’s chairman, and certain directors.
The securities are being issued under Section 4(a)(2) and/or Rule 506(b) of Regulation D, and may not be sold in the U.S. absent registration or an exemption. Purchasers have a six‑month right to include the common and warrant shares in any registration the Company files (other than Rule 145(a) transactions). Closing is expected on or about November 7, 2025, subject to customary conditions.
Marpai, Inc. (MRAI) CEO, Director, and 10% Owner Damien Lamendola reported acquiring 550,000 shares of Class A Common Stock on 10/20/2025 at $0, reflecting vested RSUs.
Following the transaction, he reported 1,350,000 shares held directly and indirect holdings of 6,419,893 shares through HillCour Investment Fund, LLC and 931,674 shares through WellEnterprises USA, LLC, as disclosed in footnotes.
Marpai, Inc. (MRAI) reported an insider equity award. A director acquired 75,000 Class A common shares on 10/20/2025 with a transaction code “A,” indicating an award or grant. The filing notes the shares came from RSUs that were deemed fully vested on the issuance date.
The reported acquisition price was $0.00. Following this transaction, the reporting person beneficially owns 222,000 shares, held directly. This filing records an equity compensation event and updates the insider’s holdings.
Marpai, Inc. (MRAI) — Director equity award
Director Yaron Eitan acquired 125,000 shares of Class A Common Stock on 10/20/2025 at a reported price of $0, reflecting settlement of RSUs that were deemed fully vested on the issuance date. Following the transaction, he beneficially owned 989,073 shares, held directly.
Marpai, Inc. (MRAI) reported an insider equity transaction. A director acquired 50,000 shares of Class A common stock on 10/20/2025 at a reported price of $0.00, reflecting settlement of RSUs that were deemed fully vested on the issuance date.
Following the transaction, the reporting person beneficially owns 175,000 shares, held directly. The filing was made on Form 4 and indicates the transaction type as an acquisition.
Marpai, Inc. (MRAI) reported an insider transaction on a Form 4. The Chief Financial Officer acquired 275,000 shares of Class A common stock on 10/20/2025 at $0, issued as RSUs that were fully vested on the issuance date. Following this award, the officer beneficially owns 898,092 shares, held directly.
Marpai, Inc. (MRAI) director Robert Pons reported equity awards on a Form 4. On 10/20/2025, he acquired an aggregate 225,000 Class A common shares via RSUs at $0: 50,000 RSUs deemed fully vested on issuance; 75,000 RSUs vesting over nine months (25,000 at each three‑month interval); and 100,000 RSUs with 50,000 vested on issuance and 50,000 vesting upon the Company’s uplisting to Nasdaq.
Following these transactions, beneficial ownership was 309,200 shares as of 10/20/2025. These entries reflect stock-based compensation mechanics and vesting conditions rather than open-market purchases.
Marpai, Inc. (MRAI) reported an insider equity award. A director acquired 75,000 shares of Class A common stock on 10/20/2025 at a reported price of $0, reflecting settlement of restricted stock units.
Following this transaction, the reporting person beneficially owns 142,500 shares, held directly. The filing adds that the RSUs were deemed fully vested on the issuance date, indicating immediate vesting and delivery of shares.
Marpai, Inc. (MRAI): Schedule 13D/A Amendment No. 11 updates the ownership of Damien Lamendola and affiliated entities. Lamendola reports beneficial ownership of 7,501,528 shares, representing 40.51% of Marpai’s Class A common stock.
The filing attributes holdings to (i) 400,000 shares held directly by Lamendola, (ii) 6,109,893 shares held by HillCour Investment Fund, LLC, (iii) 931,674 shares held by WellEnterprises USA, LLC, and (iv) options for 62,500 shares at a $4.44 exercise price, of which 59,961 are vested. HillCour Investment Fund, LLC and WellEnterprises USA, LLC each report 7,041,567 shares beneficially owned (collective 38.03%).
The amendment notes share purchases in 2025: 86,805 (July 17), 371,470 (July 29), 896,903 (Sept 10), and 147,058 (Sept 30) pursuant to securities purchase agreements. Shares outstanding were 18,515,572 as of October 22, 2025.
Marpai, Inc. filed an amended Schedule 13G reporting that investment adviser Christopher M. Plahm has beneficial ownership of 572,359 shares of common stock, representing 3.10% of the class as of December 31, 2024. The filing shows shared voting power over these shares and no sole voting or dispositive power.
Holdings are attributed to advisory clients including Tall Pines Capital, LLC with 545,759 shares (2.96%) and Stonebridge Wealth Management, LLC with 26,600 shares (0.14%). The certification states the securities were not acquired to change or influence control.