Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 11, 2022 (the "Company") announced the appointment of Stacey Stevens, Dana Brown, and Professor Timothy Irish to its Board of Directors, effective January 10, 2022.

Ms. Stevens, age 51, is the President and incoming CEO of iCAD, Inc., effective March 1, 2022. Ms. Stevens has been with the Company since June 2006 and most recently served as the Company's President since March 2019.

Ms. Brown, age 56, is currently the Senior Vice President, Chief Strategy and Operations Officer at Susan G. Komen® the world's leading nonprofit breast cancer organization. Prior to that role, she served as Senior Vice President and Chief Digital Officer at United Way Worldwide. Ms. Brown was also a founding team member of multiple successful ventures including co-founder and CMO for MetaSolv Software, CEO of Ipsum Networks and spent the early years of her career at Texas Instruments and Arthur Andersen.

Professor Irish, age 57, is currently a Professor at the Business School at King's College London (KCL). He also is currently a Trustee of Picker Institute Europe and Committee member of the Alzheimer's Society, in addition to several other remunerated Board roles at KHP Medtech Innovations, Team Consulting Ltd. ImaginAb Inc, eZono AG, Feedback Plc and Deltex Medical Group Plc. Professor Irish also recently served as Vice Chair at the National Institute for Health and Care Excellence (NICE), where he previously held the roles of Acting Chair and Independent Director.

Ms. Brown and Professor Irish are not parties to, and do not have any direct or indirect material interest in, any transaction requiring disclosure under Item 404(a) of Regulation S-K. There are no arrangements or understandings between either Ms. Brown or Professor Irish and any other persons pursuant to which they were selected as directors.

In connection with their appointment as directors, Ms. Brown and Professor Irish were each granted an inaugural equity incentive grant in the form of an option (the "Option") to purchase a total of 40,000 shares of Company common stock. The Option vests in quarterly increments over a period of one year from the grant date and has an exercise price per share of $6.24 which was the closing price of the Company's common stock on the Nasdaq Stock Market on the grant date.

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