{"url_path":"/sec/mrai/8-k/2026-07-20/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 Entry into a Material Definitive","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-20","source_url":"https://www.sec.gov/Archives/edgar/data/1844392/0001213900-26-079599-index.html","accession_number":"0001213900-26-079599","cik":"0001844392","ticker":"MRAI","issuer_name":"Marpai, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1844392/0001213900-26-079599-index.html","primary_entity_key":"0001844392","primary_entity_name":"Marpai, Inc."},"word_count":249,"has_tables":true,"body_markdown":"**Item 1.01 Entry into a Material Definitive\nAgreement.**\n\n \n\nOn July 16, 2026, Marpai,\nInc. (the “Company”) entered into Amendment No. 2 to Purchase Agreement (the “AXA Amendment”) with AXA S.A., a\nFrench société anonyme (“AXA”). The AXA Amendment amends the Membership Interest Purchase Agreement, dated August\n4, 2022, as amended on February 7, 2024 (the “AXA Agreement”), executed by and among the Company, XL\nAmerica Inc., a Delaware corporation, Seaview Re Holdings Inc., a Delaware corporation and AXA, pursuant to which the Company acquired\nall the membership interests of Maestro Health, LLC.\n\n \n\nThe\nAXA Amendment provides that the requirement by the Company to pay AXA an amount equal to thirty five percent of the net proceeds shall\nbe amended such that from the date of the AXA Amendment through December 31, 2026, such payments will only be required after $5 million\nin offering proceeds are received by the Company.\n\n \n\nThe AXA\nAmendment also provides that the Company shall make minimal annual payments of not less than $0, $1,000,000, $5,000,000 and $22,250,969\nin years 2026, 2027, 2028 and 2029. In addition, the Company agreed not to incur any additional indebtedness other than the Company’s\ncurrently outstanding indebtedness.\n\n \n\nThe foregoing\ndoes not purport to be a complete description of the Amendment Agreement, and such description is qualified in its entirety by reference\nto the full text of such document, which is attached as Exhibit 10.1 to this Current Report on Form 8-K (this “Form 8-K”)\nand is incorporated by reference herein."}