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Spectral AI Announces Voting Results from 2024 Annual Meeting of Stockholders and the Appointment of Erich Spangenberg to the Board of Directors

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Spectral AI (Nasdaq: MDAI) announced the results of its 2024 Annual Meeting of Stockholders held on May 14, 2024. Key outcomes include the election of six directors to serve until the next Annual Meeting, and the approval of four proposals. Newly elected directors are Richard Cotton, Peter M. Carlson, Dr. J. Michael DiMaio, Martin Mellish, Deepak Sadagopan, and Marion Snyder. Additionally, stockholders ratified the adoption of the 2023 Long Term Incentive Plan, the appointment of KPMG LLP as the company's independent auditor for the 2024 fiscal year, and the reservation and issuance of shares of common stock pursuant to the Standby Equity Purchase Agreement. The Board also expanded to seven members and appointed Erich Spangenberg as a new director, who had previously declined to stand for reelection but accepted the Board’s request to serve.

Positive
  • Stockholders approved all four proposals presented at the AGM.
  • Six directors were elected, ensuring experienced leadership.
  • Marion Snyder brings extensive experience from Shockwave Medical and MiMedx Group to the Board.
  • Adoption of the 2023 Long Term Incentive Plan was ratified.
  • Appointment of KPMG LLP as the independent auditor for fiscal year 2024 was confirmed.
  • The Board of Directors expanded and appointed Erich Spangenberg, signaling strategic growth.
Negative
  • No significant negative aspects were reported in the press release.

DALLAS, May 15, 2024 (GLOBE NEWSWIRE) -- Spectral AI, Inc. (Nasdaq: MDAI) (“Spectral AI” or the “Company”), an artificial intelligence (AI) company focused on medical diagnostics for faster and more accurate treatment decisions in wound care, today announced results from its 2024 Annual Meeting of Stockholders held on May 14, 2024 (the “AGM”). At the AGM, stockholders overwhelmingly approved each of the four proposals set forth by the Company.

The voting results are detailed below.

Six directors were elected to serve until the next Annual Meeting of Stockholders:

  • Richard Cotton, Chairman of the Company’s Board of Directors
  • Peter M. Carlson, Chief Executive Officer of the Company
  • Dr. J. Michael DiMaio, MD, a founder of the Company, and Chief of Staff and a practicing board-certified general, cardiac and thoracic surgeon at Baylor Scott & White-The Heart Hospitals
  • Martin Mellish, founding director of Aspen Advisory Services Ltd.
  • Deepak Sadagopan, Chief Operating Officer of Population Health at Providence St. Joseph Health
  • Marion Snyder, a newly elected member of the Board of Directors. Ms. Snyder is Senior Director, Corporate Accounts at Shockwave Medical, a medical device company focused on the treatment of cardiovascular disease. She is the founder of Lakeview Healthcare Consulting, which offers strategic guidance on the market access landscape in the US Healthcare market. Ms. Snyder spent nine years at MiMedx Group, where she served as Chief of Staff to the CEO, Senior Vice President of Government Affairs, and Senior Vice President of Market Access. Prior to her time at MiMedx Group, Ms. Snyder spent thirteen years at Pfizer, Inc where she continued to take on roles of increasing responsibility. 

Stockholders also ratified the adoption of the Spectral AI, Inc. 2023 Long Term Incentive Plan and the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the 2024 fiscal year; and authorized the reservation and issuance of shares of common stock of the Company pursuant to the Standby Equity Purchase Agreement, dated March 20, 2024.

Following the AGM, the Board of Directors unanimously approved the expansion of the Board from six to seven members and appointed Erich Spangenberg to the Board of Directors. Mr. Spangenberg has been the longest-tenured Board member of the Company and after declining to stand for reelection at the AGM, the Board of Directors was pleased that Mr. Spangenberg affirmatively responded to their request for his appointment to serve the Company as a Director.

About Spectral AI
Spectral AI, Inc. is a Dallas-based predictive AI company focused on medical diagnostics for faster and more accurate treatment decisions in wound care, with initial applications involving patients with burns and diabetic foot ulcers. The Company is working to revolutionize the management of wound care by “Seeing the Unknown®” with its DeepView® System. DeepView® is a predictive medical device that offers clinicians an objective and immediate assessment of a wound’s healing potential prior to treatment or other medical intervention. With algorithm-driven results and a goal to change current standard of care in the future, DeepView® is expected to provide faster and more accurate treatment insight towards value care by improving patient outcomes and reducing healthcare costs. For more information about DeepView®, visit www.spectral-ai.com.

Forward Looking Statements
Certain statements made in this release are “forward looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s strategy, plans, objectives, initiatives and financial outlook. When used in this press release, the words “estimates,” “projected,” “expects,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,” “seeks,” “may,” “will,” “should,” “future,” “propose” and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements.

These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. As such, readers are cautioned not to place undue reliance on any forward-looking statements.

Investors should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” sections of the Company’s filings with the SEC, including the Registration Statement and the other documents filed by the Company. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements.

Investors:  
The Equity Group  
Devin SullivanConor Rodriguez 
Managing DirectorAnalyst 
dsullivan@equityny.comcrodriguez@equityny.com 
   
Media:  
Russo Partners  
David Schull  
Russo Partners  
(858) 717-2310  
david.schull@russopartnersllc.com  
   

FAQ

What were the outcomes of Spectral AI's 2024 Annual Meeting of Stockholders?

Stockholders approved all four proposals, elected six directors, ratified the adoption of the 2023 Long Term Incentive Plan, confirmed KPMG LLP as independent auditor, and authorized issuing shares under the Standby Equity Purchase Agreement.

Who were the newly elected directors at Spectral AI's 2024 Annual Meeting?

The new directors are Richard Cotton, Peter M. Carlson, Dr. J. Michael DiMaio, Martin Mellish, Deepak Sadagopan, and Marion Snyder.

What plans did Spectral AI stockholders ratify in May 2024?

Stockholders ratified the adoption of the 2023 Long Term Incentive Plan.

Who was appointed as Spectral AI's independent auditor for the 2024 fiscal year?

KPMG LLP was appointed as the independent auditor.

What is the significance of the Standby Equity Purchase Agreement for Spectral AI?

It allows for the reservation and issuance of shares of common stock, which was authorized by stockholders.

Who was appointed to the Board of Directors after the 2024 AGM?

Erich Spangenberg was appointed to the Board of Directors following the AGM.

Spectral AI, Inc.

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