Form 4 for MSAI MultiSensor AI Holdings, Inc.
Accepted 2023-12-21 00:00:00 ET · period of report 2023-12-19 · accession 0001104659-23-128343 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| M | 2023-12-21 | 2023-12-19 | MSAI | Winch Steven | Pres, Dir | A - Grant | — | +608.9K | 603.3K | New | — |
| I | 2023-12-21 | 2023-12-19 | MSAI | Winch Steven | Pres, Dir | A - Grant | — | +547.2K | 547.2K | New | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2023-12-19 | A | A | 5,595 | — | 608,871 | D | — | — | (F1) Pursuant to the business combination of Infrared Cameras Holdings, Inc. (formerly known as SportsMap Tech Acquisition Corp.) (the "Issuer") and MSAI Operating, Inc. (formerly known as Infrared Cameras Holdings, Inc., "Legacy ICH"), as contemplated by the business combination agreement, dated as of December 5, 2022 (as amended, the "Business Combination Agreement"), by and among the Issuer, ICH Merger Sub Inc., and Legacy ICH, each share of class A common stock and class B common stock of ICH was converted into the right to receive a number of shares of common stock of the Issuer in accordance with the exchange ratio described in the Business Combination Agreement, and each award of restricted stock units ("RSUs") of Legacy ICH was cancelled and automatically converted into the right to receive securities of the Issuer upon substantially the same terms and conditions in accordance with the exchange ratio described in the Business Combination Agreement. |
| 2 | Common | Common Stock | 2023-12-19 | A | A | 547,210 | — | 547,210 | I | — | — | (F1) Pursuant to the business combination of Infrared Cameras Holdings, Inc. (formerly known as SportsMap Tech Acquisition Corp.) (the "Issuer") and MSAI Operating, Inc. (formerly known as Infrared Cameras Holdings, Inc., "Legacy ICH"), as contemplated by the business combination agreement, dated as of December 5, 2022 (as amended, the "Business Combination Agreement"), by and among the Issuer, ICH Merger Sub Inc., and Legacy ICH, each share of class A common stock and class B common stock of ICH was converted into the right to receive a number of shares of common stock of the Issuer in accordance with the exchange ratio described in the Business Combination Agreement, and each award of restricted stock units ("RSUs") of Legacy ICH was cancelled and automatically converted into the right to receive securities of the Issuer upon substantially the same terms and conditions in accordance with the exchange ratio described in the Business Combination Agreement. |
| 3 | Common | Common Stock | 2023-12-19 | A | A | 603,276 | — | 603,276 | D Held by Villard Capital, LLC | — | — | (F2) Represents RSUs. Each RSU represents a contingent right to receive one share of the Issuer's common stock and does not expire. The RSUs vest on January 1, 2024. (F1) Pursuant to the business combination of Infrared Cameras Holdings, Inc. (formerly known as SportsMap Tech Acquisition Corp.) (the "Issuer") and MSAI Operating, Inc. (formerly known as Infrared Cameras Holdings, Inc., "Legacy ICH"), as contemplated by the business combination agreement, dated as of December 5, 2022 (as amended, the "Business Combination Agreement"), by and among the Issuer, ICH Merger Sub Inc., and Legacy ICH, each share of class A common stock and class B common stock of ICH was converted into the right to receive a number of shares of common stock of the Issuer in accordance with the exchange ratio described in the Business Combination Agreement, and each award of restricted stock units ("RSUs") of Legacy ICH was cancelled and automatically converted into the right to receive securities of the Issuer upon substantially the same terms and conditions in accordance with the exchange ratio described in the Business Combination Agreement. (F3) Villard Capital, LLC is an estate-planning entity under the control of the Reporting Person. |