Form 8-K

8-K — Spectral AI, Inc.

Accession: 0001213900-26-076349

Filed: 2026-07-08

Period: 2026-07-07

CIK: 0001833498

SIC: 3841 (SURGICAL & MEDICAL INSTRUMENTS & APPARATUS)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — ea0297412-8k_spectral.htm (Primary)

EX-99.1 — OFFER LETTER, BY AND BETWEEN DARCY BAJKO AND SPECTRAL AI, INC., DATED JULY 7, 2026 (ea029741201ex99-1.htm)

EX-99.2 — PRESS RELEASE ISSUED BY SPECTRAL AI, INC. ON JULY 8, 2026 (ea029741201ex99-2.htm)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):

July 7, 2026

SPECTRAL

AI, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-40058

85-3987148

(State or other jurisdiction

of incorporation)

(Commission File Number)

(I.R.S. Employer

Identification No.)

2515 McKinney Avenue, Suite 1000

Dallas, Texas

75201

(Address of principal executive offices)

(Zip Code)

(972) 499-4934

(Registrant’s telephone number, including

area code)

Not Applicable

(Former name or former address, if changed since

last report)

Check the appropriate box below if the Form 8-K

is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencements communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbols

Name of each exchange on

which registered

Common Stock, par value $0.0001 per share

MDAI

The Nasdaq Stock Market LLC

Redeemable Warrants, each whole warrant exercisable for one share of Common Stock, at an exercise price of $2.75 per share

MDAIW

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant

is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the

Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check

mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting

standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of

Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

to this Current Report on Form 8-K, the Board of Directors (the “Board”) of the Spectral AI, Inc. (the “Company”)

have appointed Darcy Bajko to the position of Chief Commercial Officer beginning on July 31, 2026 (the “Effective Date”).

Mrs. Bajko joins Spectral AI from MediView XR,

where she spent the past five years in a series of commercial leadership roles, most recently serving as Vice President of Commercialization

and Customer Success since 2024. At MediView, she helped shape the commercialization strategy for the company’s augmented reality visualization

and navigation technologies, advancing image-guided procedures across interventional radiology, urology, oncology, and minimally invasive

surgery. During her tenure, Mrs. Bajko and team successfully launched three FDA-cleared augmented reality imaging platforms—MediScout™,

OmnifyXR™, and XR90™—building the commercial organization from the ground up and driving revenue growth from pre-commercialization

to more than $2.2 million. She also established strategic customer success programs and played a pivotal role in accelerating market adoption

of the company’s innovative technology. Prior to joining MediView, Mrs. Bajko held commercial leadership positions of increasing responsibility

with Smith+Nephew, Integra LifeSciences, and OrthoHelix Surgical Designs, where she built extensive experience in orthopedic and medical

device sales, commercialization, and market development. Mrs. Bajko holds a Bachelor of Journalism from Bowling Green State University

and a Master of Business Administration from Fairleigh Dickinson University.

Mrs. Bajko, age 47, will receive annual base compensation

of $315,000. She will be eligible for an annual target bonus of up to 30% of her annual base compensation, payable upon the achievement

of certain milestones and performance goals, as specified by the Board. She will be granted stock options under and subject to the terms

of the Company’s 2023 Long Term Incentive Plan on the date of employment, to acquire 150,000 shares of common stock of the Company

at an exercise price as of the Effective Date. The stock options will vest annually with the first installment vesting on the first anniversary

of the grant date and subsequent installments on each of the next two anniversary dates of the grant date thereafter, as may be applicable.

Upon a change of control of the Company, the stock options will become fully vested prior to the change of control. A copy of Mrs. Bajko’s

employment agreement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 7.01. Regulation FD Disclosure.

On July 8, 2026, the Company issued a press release

announcing the appointment of Mrs. Bajko as Chief Commercial Officer, a copy of which is furnished as Exhibit 99.2 to this Current Report

on Form 8-K.

The information in this Item 7.01 to this Current

Report on Form 8-K, and in Exhibit 99.1 furnished herewith, shall not be deemed to be “filed” for purposes of Section

18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities

of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as

amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

Description

99.1

Offer Letter, by and between Darcy Bajko and Spectral AI, Inc., dated July 7, 2026.

99.2

Press Release issued by Spectral AI, Inc. on July 8, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

Dated: July 8, 2026

SPECTRAL AI, INC.

By:

/s/ Vincent S. Capone

Name:

Vincent S. Capone

Title:

Chief Executive Officer

EX-99.1 — OFFER LETTER, BY AND BETWEEN DARCY BAJKO AND SPECTRAL AI, INC., DATED JULY 7, 2026

EX-99.1

Filename: ea029741201ex99-1.htm · Sequence: 2

Exhibit

99.1

Darcy L. Bajko

Cleveland,

Re: Offer of Employment

Dear

Darcy,

Spectral

AI, Inc. (the “Company”) is pleased to make an offer of employment as Chief Commercial Officer, subject to the terms

set forth in this letter (the “Letter”), with an anticipated start date of July 31, 2026 (the “Start Date”),

pending a successful completion of a background check. The terms of your position with the Company are as set forth below.

1. POSITION.

The Company will employ you as Chief Commercial Officer, and you will report to Vince Capone, Chief Executive Officer. You will be assigned

various tasks and responsibilities from time to time and your job is to fully and timely execute these responsibilities. You agree to

the best of your ability and experience that you will, at all times, loyally and conscientiously perform all of the duties and obligations

required of and from the Company. You will also be expected to comply with the Company's policies and procedures.

COMPENSATION.

a. Salary.

Your annual salary will be $315,000 (the “Annual Salary”), payable according to the normal business practices of the

Company. Currently, payroll for employees is on the 3rd and the 20th of each month.

b. Discretionary

Bonus. You will be eligible (but not guaranteed) to receive an annual discretionary bonus of up to thirty percent (30%) of your Annual

Salary which, among other things, will be based upon (i) your perceived performance, (ii) your perceived contribution to the revenue

and profitability of the Company and (iii) other factors deemed relevant the Company, in each case, as written in the Employee Bonus

Policy.

c. Retirement

Plan. Following your first three (3) months of employment the Company will provide you with the opportunity to participate in the

Company’s 401(k) Plan (the “Plan”), where the Company will match your contributions dollar-for-dollar for up to 6%

of your annual base salary. The Company reserves the right to terminate or amend the Plan from time to time in its discretion without

liability to you.

d. Option

Grant. Subject to the approval of the Board of Directors, you will be entitled to receive an option grant (the “Grant”)

of an option to acquire up to 150,000 common shares of Spectral AI), vesting annually over a three-year period with pricing on the date

of approval by the Board of Directors of the Grant. The Grant is subject to the terms of the Stock Option Agreement which you will execute

in connection with the Grant and the Company Option Plan, copies of which have been made available to you (the “Plan Documents”).

Page 1 of 9

3. EMPLOYEE

BENEFITS. The Company will provide you with the opportunity to participate in the standard Company benefits plans currently available

to other employees, subject to any eligibility requirements imposed by such plans, to commence on the first of the month following the

Start Date.

4. PAID

TIME OFF (TIME BANK). Upon your first day of employment, you will become eligible to participate in the Spectral AI Time Bank. You

will accrue 10 hours a month to be used in lieu of sick or vacation time. This is the equivalent of 15 days annually. In addition to

your accrued time, you shall be entitled to the company paid U.S. federal holidays. Only 120 hours of time off may be carried over each

year.

CONFIDENTIAL INFORMATION AND OUTSIDE ACTIVITIES. As a condition of your employment, you will execute the Confidentiality, Non-Compete

and Proprietary Rights Agreement (the “CNC Agreement”) attached to this Letter at Exhibit A and by signing

this Letter, you affirm the terms and conditions thereof.

6. NO

CONFLICTING OBLIGATIONS. You understand and agree that by signing this Letter, you represent to the Company that your performance

will not breach any other agreement to which you are a party, you have received any and all consents from third parties that may be required

for the execution, delivery and performance herewith and that you have not, and will not, during the term of your employment with the

Company, enter into any oral or written agreement in conflict with any of the provisions of this Letter or the Company's policies. You

are not to bring with you to the Company or use or disclose to any person associated with the Company, any confidential or proprietary

information belonging to any former employer or other person or entity with respect to which you owe an obligation of confidentiality

under any agreement or otherwise.

7. “AT-WILL”

EMPLOYMENT. Employment with the Company is for no specific period of time. Your employment with the Company is and will continue

to be “at-will.” This means that either you or the Company may terminate your employment relationship at any time,

and for any reason or no reason whatsoever. You will not be entitled to notice, payment or any other compensation upon

your termination (other than the compensation due to you for the period from your most recent paycheck through the date of termination

and as otherwise expressly agreed to herein). Whilst your job duties, title, compensation and benefits as well as the Company's personnel

policies and procedures may change from time to time, the “at-will” nature of your employment cannot be changed or retracted,

either orally or in writing, or by any policy or conduct, except by an express written document stating that your employment is no longer

at-will, which is approved by the CEO.

8. ADDITIONAL

INFORMATION. This Letter (including the attached CNC Agreement) is the entire agreement between you and the Company. The Company

reserves the right to modify or amend the terms of your employment at any time for any reason and any such modification or amendments

shall be by express written agreement signed by you and the CEO. Any contrary representations, whether oral, written or implied, which

have been made to you with respect to the matters described in this Letter, are superseded by this Letter. This Letter will be governed

by the laws of Texas, without regard to conflict of laws principles and provisions.

Page 2 of 9

This

offer is confidential and can only be disclosed to your immediate family and to your legal and financial advisers. If the offer terms

are acceptable to you – after reading this Letter, carefully considering the terms, and, if needed, discussing these terms with

your legal and financial advisers – please sign in the space below and return a copy to the Company. This Letter will then govern

the relationship between you and the Company.

Sincerely,

/s/ Vincent Capone

Vince Capone

Chief Executive Officer

Spectral AI, Inc.

I, Darcy Bajko, accept the

offer on the terms and conditions outlined above.

Darcy Bajko

/s/ Darcy Bajko

Employee Name

Employee Signature

Date

Page 3 of 9

Exhibit

CONFIDENTIALITY, NON-COMPETE

AND PROPRIETARY RIGHTS AGREEMENT

1. My

obligations under this Confidentiality, Non-Compete and Proprietary Rights Agreement (hereafter

in this Exhibit A, “Agreement”) are to the Company and its

subsidiaries, affiliates, and successors, as such may be from time to time, including a company

that in the event of a merger and acquisition (“M&A”) buys the Company's

operations and/or activities in whole or in part (the “Company’s Affiliates”).

2. Confidentiality:

I will regard and retain as strictly confidential and will not, directly or indirectly, disclose

to any third party, or use for any unauthorized purposes either during or at any time after

the term of my employment with the Company without limitation regarding time or place, any

Confidential Information (as defined below) that I have acquired during my employment or

in consequence of my employment or association with the Company or the Company’s Affiliates,

without the written consent of an authorized representative of the Company.

“Confidential

Information.” As used herein, “Confidential Information” means all Company information or data disclosed orally,

in writing or in electronic format, at any time, and whether or not marked as “confidential” or “proprietary,”

which is not generally available to the public, including, but not limited to, the Company’s actual or anticipated business or

research and development, technical data, trade secrets or know-how, product plans or other information regarding the Company’s

and/or the Company’s Affiliates’ products or services and markets therefor, customer lists and customers, software, developments,

inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finance,

methods of manufacture, other business information, or other non-public information that a competitor of the Company or a Company Affiliate

could use to the competitive disadvantage of the Company or a Company Affiliate. However, Confidential Information shall not include

such information or data that:

a. I can demonstrate was already

lawfully in my possession prior to the time of disclosure;

b. Is

publicly available or later becomes generally available to the public other than as a result

of disclosure by me or any other party owing a confidentiality or similar obligation to the

Company or a Company Affiliate;

c. Becomes

available to me on a non-confidential basis from any third-party not owing a confidentiality

or similar obligation to the Company or a Company Affiliate;

d. Is

independently developed by me without access to the Company’s Confidential Information;

Page 4 of 9

e. Is

information I disclose pursuant to judicial, regulatory, or statutory mandate, provided I

(i) give the Company prompt written notice of such legal requirement so that the Company

has the opportunity to pursue its rights regarding such potential disclosure and (ii) utilize

reasonable efforts to obtain reliable assurances that the person receiving the Confidential

Information will maintain the confidentiality of the same.

I acknowledge

that all such Confidential Information is essential commercial and proprietary information of the Company and/or the Company’s

Affiliates, or third parties to whom the Company or the Company’s Affiliates owe a duty of confidentiality, is not public information

and cannot easily be discovered by others. The confidentiality of the Confidential Information provides the Company and/or the Company’s

Affiliates a commercial advantage over its competitors, and the Company is taking reasonable measures to safeguard its confidentiality.

3. Return

of Confidential Information: All Confidential Information, whether contained in documents,

electronic media, magnetic media, servers or otherwise (collectively, the “Documents”),

including, but not limited to, notebooks, notes, memoranda, records, diagrams, blueprints,

bulletins, formulas, reports, computer programs, other data of any kind coming into my possession

or prepared by me or others, are the exclusive property of the Company and/or of the Company’s

Affiliates, as the case may be. I agree to return to the Company or, if return is not feasible,

destroy all such Documents immediately upon the earlier of: (i) a demand from the Company;

or (ii) termination of my employment with the Company. I agree to certify the destruction

of all such Documents, in writing, to the Company within ten (10) calendar days of such demand

or such termination from employment.

4. Rights

in Inventions: I hereby acknowledge and will in the future acknowledge the Company’s

(including, as applicable, the Company’s Affiliates) sole and exclusive right, title,

and interest, domestic and foreign, in and to all Inventions (as defined below). Accordingly,

without additional compensation, all right, title and interest of every kind and nature whatsoever

in and to all Inventions I solely or jointly conceive and/or reduce to practice throughout

the world while employed or working in collaboration with the Company, including all rights

of priority under International Conventions, are hereby assigned to the Company (including,

as applicable, the Company’s Affiliates), and shall be the sole and exclusive property

of Company for any purposes or uses whatsoever. All costs and expenses associated with establishing

the Company’s rights therein shall be the Company’s responsibility. I hereby

agree to assist the Company in any reasonable manner to obtain and enforce for the Company’s

benefit any patents or other property rights in any and all countries, with respect to any

Inventions, and I agree to execute, when requested, declarations, oaths, or statements of

use for patent, copyright, trademark, or similar applications and assignments to Company

and any other lawful documents deemed necessary by Company to carry out the purposes of this

Agreement with respect thereto. In the event that Company is unable for any reason to secure

my signature on any document required

to apply for or execute any patent, copyright or other application with respect to any Inventions (including improvements, renewals,

extensions, continuations, divisions or continuations in part thereof), after a written demand is made therefore upon me, I hereby irrevocably

designate and appoint Company and its duly authorized officers and agents as my agents and attorneys-in-fact to act for and on my behalf

and instead of myself, to execute and file any such application and to do all other lawfully permitted acts to further the prosecution

and issuance of patents, copyrights, mask works or other rights thereon with the same legal force and effect as if executed by myself.

Page 5 of 9

5. Without

derogating from the aforementioned and in as much as such rights cannot be assigned or transferred

to the Company, I hereby explicitly waive (i) any interest, claim or demand that I have,

or may have in the future for, or may be entitled to, with respect to consideration, compensation

or royalty payment in connection with the Inventions, including, but not limited to, any

claims for consideration, compensation or royalty payments pursuant to any applicable law;

(ii) any moral rights, artists’ rights, or any other similar rights worldwide ("Moral

Rights") that I had, have or may have in the future in or with respect to the Inventions.

I hereby acknowledge and declare that the monthly salary and other monetary benefits provided

under the terms of the Letter to which this Agreement is attached constitute the entire compensation

to which I am entitled and include any and all consideration with respect to Inventions which

I have developed, made, authored, contributed to or worked on, in whole or in part, independently

or jointly with others. I hereby waive all claims and agree never to assert against the Company

and/or the Company’s Affiliates or licensees, any (i) rights to receive consideration,

compensation or royalty payment in connection with the Inventions and/or (ii) Moral Rights.

“Inventions”

herein means, collectively, all inventions, ideas, improvements, mask works, data, discoveries, works, designs, know-how, original works

of authorship, formulae, concepts, techniques, methods, systems, processes, compositions of matter, computer software programs, databases,

and trade secrets, whether or not capable of being patented or copyrighted or protectable as trade secrets, including improvements and

derivatives thereof, which during my employment with the Company or six (6) months thereafter (or a lesser maximum period permitted by

law), I may conceive, reduce to practice, make, develop, author, or work on, in whole or in part, independently or jointly with others

and:

a. which

are related to the Company’s Business (as defined below); or

b. which

are related to the Company’s actual or demonstrably anticipated research and development,

or to any of the Company’s Affiliates’ actual or demonstrably anticipated research

and development which relates to the Company’s Business (as defined below); and

Page 6 of 9

c. which

are developed in whole or in part on the Company’s time or with the use of any of the

Company’s or any of the Company’s Affiliates’ equipment, supplies, facilities,

or Confidential Information.

The Company’s

“Business,” as used in this Agreement refers to any business activity of the Company as currently conducted and as

currently proposed to be conducted, including without limitation, related to medical imaging device research, development, manufacturing,

and/or sale.

6. Disclosure

and Assignment of Inventions: I will promptly disclose, reduce to writing, and describe

to the Company or to the Company’s Affiliates (as determined at the sole and absolute

discretion of the Company) all Inventions. Immediately upon the request of the Company or

its Affiliates and/or as required under applicable law, I will promptly execute and sign

any written document required to effectuate, evidence and/or register the assignment to the

Company or its designee(s) of all my rights, title and interests with respect to any and

all Inventions, pursuant to Sections 4 and 5 above.

7. Employee

Assistance: I will, at the Company’s expense, assist in preparation and registration

of patents and all other intellectual property in favor of the Company or its designee(s)

in any jurisdiction deemed appropriate by the Company. Such assistance shall include, without

limitation, the preparation of documents, drawings and other data and execution of assignments,

applications and other forms. I agree to perform this obligation during and after my employment

with the Company.

8. Non-Competition:

I agree that as long as I am in the employ of the Company and for a period of one (1) year

after termination of employment for any reason, I will not, directly or indirectly, either

alone or jointly with others, or as an employee, agent, consultant owner, partner, joint

venturer, stockholder, broker, principal, corporate officer, director, licensor or in any

other capacity or as an employee of any person, firm or company, anywhere within a 100 mile

radius of the Company’s principal office, engage in, become financially interested

in, be employed by or have any connection with any business or venture that is engaged in

any activities involving (i) products or services directly competing with the Company’s

products or services, or with such of the Company’s Affiliates products and services

which relate to the Company’s Business, as they shall be at the time of termination

of my employment, or, (ii) information, processes, technology or equipment which directly

competes with information, processes, technology or equipment in which the Company has a

proprietary interest, or in which any of the Company’s Affiliates then has a proprietary

interest and which are related to the Company’s Business. The foregoing shall not apply

to (i) holdings of securities of any company the shares of which are publicly traded on an

internationally recognized stock exchange, which do not exceed 1% of the issued share capital

of such public company, so long as I have no active role in such public company as a director,

officer, employee, consultant (including as an independent consultant) or otherwise, or,

(ii) de minimis non-commercial activities.

I further

agree that as long as I am in the employment of the Company and for a period of six (6) months after termination of employment, for any

reason, I shall not directly,

either alone or jointly with others or as an employee, agent, consultant owner, partner, joint venturer, stockholder, broker, principal,

corporate officer, director, licensor or in any other capacity or as an employee of any person, firm or company, solicit, canvas or approach

in competition with the Company, any person or entity which, to my knowledge, was provided with goods or services by the Company ("Customer")

or provided goods or services to the Company ("Provider") at any time during the 12 months immediately prior to termination

of employment, for the purpose of offering or receiving goods or services of the same type as or similar to the goods or services supplied

or received by the Company on the termination date.

Page 7 of 9

9. Non-Solicitation:

During the term of my service with the Company and for a period of one (1) year after termination

of employment for any reason, I will not, directly, including personally or in any business

in which I am an employee, officer, director, shareholder, consultant or contractor, for

any purpose or in any place, solicit or encourage or endeavor to solicit or encourage or

cause others to solicit or encourage any employees of the Company or of the Company’s

Affiliates to terminate their employment with the Company or with the Company’s Affiliates

as applicable.

10. No

Conflicting Obligations: I will not disclose to the Company any confidential information

or material belonging to a third party, including any prior employer or contractor, unless

I have first received the written approval of that third party and present it to the Company.

11. Breach

of Obligations: I am aware that a breach of my obligations as detailed above, or part

of them, may cause the Company or the Company’s Affiliates serious and irreparable

damage, and that financial compensation may not be an appropriate remedy to such damage.

Therefore, I agree, that if such a breach occurs, the Company, any of the Company’s

Affiliates or any of their designee(s) shall be entitled, without prejudice, to take all

legal means necessary, and seek all and any injunctive relief as is necessary to restrain

any continuing or further breach of this Agreement. I agree that the prevailing party in

any action to enforce this Agreement shall be entitled to full recovery of its attorneys’

fees.

12. Acknowledgements

and Declarations:

I hereby

declare and acknowledge as follows:

a. My

confidentiality and non-competition obligations under this Agreement are fair, reasonable,

and proportional, and are designed to protect the Company’s and the Company Affiliates’

secrets and their confidential information, which constitute the essence of their protected

business and commercial advantage in which significant capital investments were made.

b. Any

breach of my obligations under this Agreement shall contradict the nature of the special

trust and loyalty between me and the Company, the fair and proper business practices and

the duty of good faith and fairness between the parties. Any such breach shall harm the Company

and/or the Company Affiliates and shall constitute a material breach of this Agreement and

the employment agreement to which this Agreement is attached.

Page 8 of 9

c. My

obligations under this Agreement and the restricted period of time and geographical area

specified herein are reasonable and proportional, and do not prevent me from developing my

general knowledge and professional expertise in the area of my business, without infringing

on or breaching any of the Company’s rights.

13. Assignment:

The undertakings set forth herein may be assigned by the Company. I may not assign or delegate

my duties under this Agreement without the Company’s prior written approval. This Agreement

shall be binding upon my heirs, successors and permitted assignees.

14. Waiver.

No failures or delay by the Company in exercising any right, power, or privilege hereunder

shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude

any other or future exercise thereof or the exercise of any right, power, or privilege hereunder.

15. Survival:

If any one or more of the terms contained in this Agreement shall for any reason in any judicial

proceeding to be excessively broad with regard to time, geographic scope or activity, the

term shall be construed in a manner to enable it to be enforced to the extent compatible

with applicable law.

ACKNOWLEDGED AND AGREED BY:

Employee

Signature

Date

Page 9 of 9

EX-99.2 — PRESS RELEASE ISSUED BY SPECTRAL AI, INC. ON JULY 8, 2026

EX-99.2

Filename: ea029741201ex99-2.htm · Sequence: 3

Exhibit 99.2

Spectral AI Names Darcy Bajko Chief Commercial

Officer to Lead Global Sales Launch of

FDA-Cleared DeepView®

System for Burn Indication

Industry Veteran Brings

Two Decades of Experience Driving Growth

Through New Product

Launches, Training and Education

DALLAS, TX – July 8, 2026 - 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 the appointment of Darcy Bajko

as Chief Commercial Officer, effective July 31, 2026. Ms. Bajko will lead the commercial functions in support of Spectral AI’s global

launch of its DeepView® System for burn indication, which was granted De Novo Classification by the U.S. Food and Drug Administration

(FDA) in May 2026.

“Darcy’s appointment further strengthens

our executive team and represents an important step for Spectral AI as we pivot from product development to disciplined commercial execution,”

said Vincent Capone, Chief Executive Officer. “Darcy will help to advance our long-term goals of building a high-performing sales

and marketing organization, driving clinical adoption across burn centers and emergency departments in the United States, and establishing

a durable commercial revenue stream, while directing our near-term priorities of closing our first commercial sales by year end 2026.

She brings a proven track record in our market at some of the industry’s leading medical device companies including Integra LifeSciences

and Smith+ Nephew, and deep experience in commercial sales with innovative medical technologies. We look forward to our collaboration

and expect that Darcy’s leadership will help us realize the full value of our recent FDA De Novo clearance.”

Ms. Bajko joins Spectral AI from MediView XR,

where she spent the past five years in a series of commercial leadership roles, most recently serving as Vice President of Commercialization

and Customer Success. At MediView, she helped shape the commercialization strategy for the company’s augmented reality visualization

and navigation technologies, advancing image-guided procedures across interventional radiology, urology, oncology, and minimally invasive

surgery.

During her tenure, Ms. Bajko and her team successfully

launched three FDA-cleared augmented reality imaging platforms—MediScout™, OmnifyXR™, and XR90™—building

the commercial organization from the ground up. She also established strategic customer success programs and played a pivotal role in

accelerating market adoption of the company’s innovative technology.

Prior to joining MediView, Ms. Bajko held commercial

leadership positions of increasing responsibility with Smith+Nephew, Integra LifeSciences, and OrthoHelix Surgical Designs.

“I am thrilled to join Spectral AI at such

a pivotal and exciting time,” said Ms. Bajko. “I am passionate about bringing innovative technologies to physicians and patients

that improve outcomes and have a meaningful impact on people’s lives. That mission is at the heart of the DeepView System and aligns

closely with my own commitment to advancing healthcare through innovation. Spectral AI has built a strong foundation for growth through

its longstanding government partnerships, robust clinical and real-world evidence, and growing industry recognition. With FDA clearance

in hand and significant market opportunity ahead, I look forward to working alongside this talented team to accelerate adoption of the

DeepView System and contribute to the Company’s next phase of growth.”

About the DeepView System

Spectral AI’s DeepView

System is a non-invasive, predictive medical device which combines multispectral imaging with a proprietary AI algorithm to assess the

healing potential of areas within the burn wounds. The DeepView System provides physicians with an immediate, data-driven assessment of

whether areas within burn wounds are unlikely to heal within 21 days and may require significant medical intervention, enabling earlier

and more informed treatment decisions. The image acquisition takes 0.2 seconds, and all image processing and AI model classification takes

approximately 20 to 25 seconds. The DeepView System is trained and tested against a proprietary and clinically validated database of over

340 billion pixels of burn wound image data.

About Spectral

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. The Company is working to revolutionize the management of wound care by “Seeing the Unknown®” with

its DeepView System. The DeepView System is a predictive diagnostic device that offers physicians 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 exceed

the current standard of care, the DeepView System provides fast and accurate treatment insights to improve patient outcomes and reduce

healthcare costs. Spectral AI has been named to TIME’s list of World’s Top HealthTech companies 2025. For more information

about the DeepView System, 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 US Securities and Exchange Commission, including the Company’s 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 Sullivan

Conor Rodriguez

Managing Director

Associate

Devin.Sullivan@theequitygroup.com

Conor.Rodriguez@theequitygroup.com

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