Spectral AI, Inc. — Director's Dealing 2021

Feb 12, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Rosecliff Acquisition Corp I (RCLF)
CIK: 0001833498
Period of Report: 2021-02-11

Reporting Person: Rosecliff Acquisition Sponsor I LLC (Director, Chief Executive Officer, 10% Owner)
Reporting Person: Murphy Michael Patrick (10% Owner)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B common stock	$		Class A common stock (6195000)		Direct

Footnotes

F1: As described in the issuer's registration statement on Form S-1 (File No. 333-252478) under the heading "Description of Securities--Founder Shares," the Class B common stock of the issuer, par value $0.0001 per share, will automatically convert into Class A common stock of the issuer, par value $0.0001 per share, at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to certain adjustments, and have no expiration date.

F2: Rosecliff Acquisition Sponsor I LLC ("Sponsor") is the record holder of the shares of Class B common stock reported herein, which include 825,000 shares of Class B common stock that are subject to forfeiture to the extent that the underwriter of the issuer's public offering does not exercise its over-allotment option in full. Rosecliff Credit Opportunity Fund I, L.P ("RSO") is the managing member of Sponsor. Rosecliff Credit Opportunity Fund I GP, LLC ("Fund") is the general partner of RSO. Michael Murphy is the managing member of Fund. As a result of the foregoing, Mr. Murphy may be deemed to beneficially own shares held by Sponsor. Mr. Murphy disclaims beneficial ownership of the shares held by Sponsor except to the extent of his pecuniary interest therein.