0000921895-24-002170.txt : 20240925 0000921895-24-002170.hdr.sgml : 20240925 20240925160329 ACCESSION NUMBER: 0000921895-24-002170 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240925 FILED AS OF DATE: 20240925 DATE AS OF CHANGE: 20240925 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FRIEDBERG DANIEL M. CENTRAL INDEX KEY: 0001448795 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40916 FILM NUMBER: 241324076 MAIL ADDRESS: STREET 1: C/O SAGARD CAPITAL STREET 2: 325 GREENWICH AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 FORMER NAME: FORMER CONFORMED NAME: FRIEDBERG DANIEL DATE OF NAME CHANGE: 20150622 FORMER NAME: FORMER CONFORMED NAME: Friedberg Dan DATE OF NAME CHANGE: 20081027 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Braner Michael David CENTRAL INDEX KEY: 0001908015 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40916 FILM NUMBER: 241324072 MAIL ADDRESS: STREET 1: 200 PARK AVENUE STREET 2: 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 325 CAPITAL LLC CENTRAL INDEX KEY: 0001873893 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40916 FILM NUMBER: 241324073 BUSINESS ADDRESS: STREET 1: 757 THIRD AVENUE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-376-5325 MAIL ADDRESS: STREET 1: 757 THIRD AVENUE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 325 Capital Master Fund LP CENTRAL INDEX KEY: 0001972759 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40916 FILM NUMBER: 241324075 BUSINESS ADDRESS: STREET 1: 190 ELGIN AVENUE STREET 2: GEORGE TOWN CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-9008 BUSINESS PHONE: 212-376-5325 MAIL ADDRESS: STREET 1: 190 ELGIN AVENUE STREET 2: GEORGE TOWN CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-9008 FORMER NAME: FORMER CONFORMED NAME: 325 Master Fund LP DATE OF NAME CHANGE: 20230406 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Shrivastava Anil K CENTRAL INDEX KEY: 0001908019 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40916 FILM NUMBER: 241324071 MAIL ADDRESS: STREET 1: 757 THIRD AVENUE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 325 Capital GP, LLC CENTRAL INDEX KEY: 0001972758 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40916 FILM NUMBER: 241324074 BUSINESS ADDRESS: STREET 1: 757 THIRD AVENUE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-376-5325 MAIL ADDRESS: STREET 1: 757 THIRD AVENUE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MultiSensor AI Holdings, Inc. CENTRAL INDEX KEY: 0001863990 STANDARD INDUSTRIAL CLASSIFICATION: OPTICAL INSTRUMENTS & LENSES [3827] ORGANIZATION NAME: 08 Industrial Applications and Services IRS NUMBER: 863962954 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2105 WEST CARDINAL DRIVE CITY: BEAUMONT STATE: TX ZIP: 77705 BUSINESS PHONE: (866) 861-0788 MAIL ADDRESS: STREET 1: 2105 WEST CARDINAL DRIVE CITY: BEAUMONT STATE: TX ZIP: 77705 FORMER COMPANY: FORMER CONFORMED NAME: Infrared Cameras Holdings, Inc. DATE OF NAME CHANGE: 20231219 FORMER COMPANY: FORMER CONFORMED NAME: Sportsmap Tech Acquisition Corp. DATE OF NAME CHANGE: 20210524 4 1 form413281004_09252024.xml OWNERSHIP DOCUMENT X0508 4 2024-09-25 0 0001863990 MultiSensor AI Holdings, Inc. MSAI 0001448795 FRIEDBERG DANIEL M. 757 THIRD AVENUE 20TH FLOOR NEW YORK NY 10017 1 0 1 1 See Footnotes 0001972759 325 Capital Master Fund LP 190 ELGIN AVENUE GEORGE TOWN GRAND CAYMAN E9 KY1-9008 CAYMAN ISLANDS 0 0 0 1 See Footnotes 0001972758 325 Capital GP, LLC 757 THIRD AVENUE 20TH FLOOR NEW YORK NY 10017 0 0 0 1 See Footnotes 0001873893 325 CAPITAL LLC 757 THIRD AVENUE 20TH FLOOR NEW YORK NY 10017 0 0 1 1 See Footnotes 0001908015 Braner Michael David 757 THIRD AVENUE 20TH FLOOR NEW YORK NY 10017 0 0 1 1 See Footnotes 0001908019 Shrivastava Anil K 757 THIRD AVENUE 20TH FLOOR NEW YORK NY 10017 0 0 1 1 See Footnotes 0 Common stock, $0.0001 par value per share 2024-09-25 4 X 0 1043621 0.0001 A 1481868 I By: 325 Capital Master Fund LP Common stock, $0.0001 par value per share 2024-09-25 4 X 0 5558818 0.0001 A 7893132 I By: 325 Capital LLC Common stock, $0.0001 par value per share 8969 D Pre-Funded Warrants to Purchase Common Stock 0.0001 2024-09-25 4 X 0 1043621 0 D 2024-09-25 Common stock, $0.0001 par value per share 1043621 0 I By: 325 Capital Master Fund LP Pre-Funded Warrants to Purchase Common Stock 0.0001 2024-09-25 4 X 0 5558818 0 D 2024-09-25 Common stock, $0.0001 par value per share 5558818 0 I By: 325 Capital LLC This Form 4 is being filed jointly by 325 Capital Master Fund LP, a Cayman Islands exempted limited partnership ("325 Master Fund"), 325 Capital GP, LLC, a Delaware limited liability company registered as a foreign partnership in the Cayman Islands ("325 Capital GP"), 325 Capital LLC, a Delaware limited liability company ("325"), Michael Braner, a United States citizen, Daniel Friedberg, a United States citizen, and Anil Shrivastava, a United States citizen (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Securities owned directly by 325 Master Fund. 325 Capital GP is the general partner of 325 Master Fund, 325 is the investment manager to 325 Master Fund, and each of Messrs. Braner, Friedberg and Shrivastava are Managing Members of 325. As a result of these relationships, all of the Reporting Persons may be deemed to beneficially own the securities owned directly by 325 Master Fund. Securities owned directly by certain separately managed accounts ("SMAs") that are deemed beneficially owned by 325 as a result of 325 serving as the investment manager to such SMAs. Each of Messrs. Braner, Friedberg and Shrivastava are Managing Members of 325. As a result of these relationships, they may be deemed to beneficially own the securities beneficially owned by 325. The Pre-Funded Warrants do not expire. Mr. Friedberg, a managing member of 325, is a director of the Issuer. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than Mr. Friedberg) may be deemed a director by deputization by virtue of its or his representation on the Board of Directors of the Issuer. /s/ Daniel M. Friedberg 2024-09-25 325 Master Fund LP, By /s/ Michael D. Braner, Name: Michael D. Braner, Title: Managing Member 2024-09-25 325 Capital GP, LLC, By /s/ Michael D. Braner, Name: Michael D. Braner, Title: Managing Member 2024-09-25 325 Capital LLC, By: /s/ Michael D. Braner, Name: Michael D. Braner, Title: Managing Member 2024-09-25 /s/ Michael D. Braner 2024-09-25 /s/ Anil Shrivastava 2024-09-25