UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
| Date of Report (Date of earliest event reported): June 25, 2024 ( |
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Item 8.01 Other Events.
As previously disclosed in a Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 17, 2024, Marpai, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with each of the purchasers that are parties thereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”) and JGB Collateral LLC, a Delaware limited liability company, as collateral agent for the Purchasers. Pursuant to the Purchase Agreement, the Company agreed to sell to the Purchasers, Senior Secured Convertible Debentures (the “Debentures”) in an aggregate principal amount of $11,830,000, for a total purchase price of $11,000,000.
The Debentures contain an optional redemption provision allowing the Company to redeem a portion of the Debentures in an amount not to exceed $5 million within sixty (60) days of the Original Issue Date (as defined in the Debenture), provided that $5 million has remained in deposit in a certain blocked account. Effective June 21, 2024, the Company redeemed $5 million of the aggregate principal amount of the Debentures reducing the aggregate principal amount of the Debentures to $6,830,000.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MARPAI, INC. | |||
| Date: June 25, 2024 | By: | /s/ Steve Johnson | |
|
Name: |
Steve Johnson
| ||
| Title: | Chief Financial Officer | ||
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