Jeremiah Sparks

About Jeremiah Sparks

Jeremiah Sparks (age 47) serves as Chief Commercial Officer (CCO) of Spectral AI (Nasdaq: MDAI), appointed April 1, 2024, with 20+ years of medtech commercialization experience across AVITA Medical, Itamar Medical, Allergan, Healthpoint and Johnson & Johnson. He holds an MBA from Thunderbird School of Global Management (ASU) and a BA from Brigham Young University . Under his commercialization remit, management commentary highlights his role in shaping U.S. market access and rollout strategy based on U.K. evaluations and potential clinician publications to support reimbursement . Company financial trajectory during his tenure is mixed, with quarterly revenue ranging $7.48–6.71–5.07–3.79 million over Q2 2024–Q1 2025–Q2 2025–Q3 2025 and EBITDA negative, reflecting pre-commercial investment intensity * * *.

Company Performance During Sparks’ Tenure (Quarterly)

Metric	Q2 2024	Q3 2024	Q4 2024	Q1 2025	Q2 2025	Q3 2025
Revenue (USD)	$7.478M	$8.173M	$7.604M*	$6.707M	$5.065M	$3.792M
EBITDA (USD)	$(2.440)M*	$(0.884)M*	$(1.108)M*	$(0.894)M*	$(2.113)M*	$(3.311)M*

Values marked with an asterisk are retrieved from S&P Global.

Past Roles

Organization	Role	Years	Strategic Impact
AVITA Medical	Vice President, Global Strategy; Vice President, Market Access & Strategic Communications	7 years (pre-2024)	Drove global expansion, market access, and reimbursement strategies
Itamar Medical	Senior roles (commercial/market access)	Not disclosed	Strategic marketing and product commercialization
Allergan	Senior roles	Not disclosed	National/global product launches
Healthpoint	Senior roles	Not disclosed	Market access and commercialization
Johnson & Johnson	Product launch roles	Not disclosed	National/global launches

External Roles

No public company directorships or committee roles disclosed for Sparks .

Fixed Compensation

Component	FY2024 Value	Notes
Base Salary	$295,000	Set by employment terms
Target Annual Bonus	30% of base	Discretionary; committee-driven performance assessment
Actual Bonus Paid	$0	No FY2024 bonus recorded for Sparks
All Other Compensation	$30,257	Includes 401(k) match $8,113 and health/perqs $22,145

Performance Compensation

Annual Cash Incentive

Metric	Weighting	Target	Actual	Payout	Vesting/Timing
Annual discretionary bonus	Not disclosed	30% of base	Not disclosed	$0 for FY2024	Annual, as determined by Compensation Committee

Equity Awards (Options)

Grant Date	Type	Shares	Strike	Expiry	Vesting
4/1/2024	Stock Options	50,000 (unexercisable at 12/31/24)	$2.33	4/1/2034	Three equal annual installments beginning on grant date; service condition
10/14/2024	Stock Options	40,000 (unexercisable at 12/31/24)	$1.15	10/14/2034	Three equal annual installments beginning on grant date; service condition
Initial appointment terms	Stock Options	30,000 (appointment announcement)	Not disclosed	Not disclosed	Three annual installments

No RSUs/PSUs or performance share metrics specific to Sparks disclosed for FY2024 .

Equity Ownership & Alignment

Item	Detail
Total Beneficial Ownership	32,751 shares; <1% of outstanding
Shares Outstanding Reference	25,628,121 shares (as of 4/15/2025)
Options Exercisable (within 60 days)	16,667 shares
Options Unexercisable Outstanding	90,000 shares (50,000 from 4/1/24; 40,000 from 10/14/24)
Ownership Guidelines	Not disclosed
Pledging/Hedging	Not disclosed
Equity Plan Capacity	3,763,888 outstanding under plans; 4,236,112 available (as of 12/31/24)

Employment Terms

Provision	Disclosure
Agreement Type	Executive Employment Agreement governing Sparks’ employment
Base/Bonus Eligibility	Base salary and annual bonus eligibility
Severance	Eligibility to receive certain severance benefits upon involuntary termination (specific multiples not disclosed)
Change-of-Control	Not disclosed for Sparks
Restrictive Covenants	Confidentiality, IP assignment, post-employment non-solicitation
Non-Compete	Not specifically disclosed for Sparks (CEO separation agreement references non-compete but applies to Carlson)

Governance and Committee Context

Compensation oversight: Committee currently consists of Martin Mellish (Chair), Richard Cotton, Deepak Sadagopan; administers equity plans and executive compensation .
Office of the Chairman: Sparks is a member alongside CFO/GC Capone, COO Micek, and GM Percoco, reporting to the Board after 10/14/2024 CEO transition .
Shareholder voting: FY2024 LTIP ratified (4.41M For; 0.20M Against) and directors elected; FY2025 directors re-elected with strong support .

Execution Notes and Track Record

Commercialization inputs: Sparks emphasized leveraging U.K. evaluations to inform U.S. rollout and publication efforts to support payer reimbursement .
Biography and credentials: Extensive commercialization, market access, payer strategy, and government engagement experience; authored health economics publications .

Investment Implications

Alignment: Base pay modest ($295k) with at-risk bonus (30% target) and significant multi-year options (90k unexercisable at year-end 2024) that vest over time; beneficial ownership is small (<1%), but options provide upside leverage to successful commercialization .
Selling pressure and vesting cadence: Option vesting “in three equal annual installments beginning on the grant date” implies ongoing unlocks; 16,667 options exercisable within 60 days of April 15, 2025 signals near-term potential supply, though grant design incentivizes tenure and milestone execution .
Retention and severance: Employment agreement includes severance eligibility on involuntary termination and restrictive covenants; absence of disclosed CoC multiples and lack of RSU/PSU performance conditions for Sparks suggests retention relies primarily on role responsibility and option value creation .
Execution risk: Negative EBITDA and declining revenue trajectory across recent quarters reflect pre-commercial investment and timing risk to reimbursement and uptake; Sparks’ market access experience is directly relevant to mitigating these risks * * * * .