0001104659-23-128338.txt : 20231221 0001104659-23-128338.hdr.sgml : 20231221 20231221173643 ACCESSION NUMBER: 0001104659-23-128338 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231219 FILED AS OF DATE: 20231221 DATE AS OF CHANGE: 20231221 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Baird Peter W CENTRAL INDEX KEY: 0002003544 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40916 FILM NUMBER: 231506512 MAIL ADDRESS: STREET 1: C/O INFRARED CAMERAS HOLDINGS, INC. STREET 2: 5353 WEST ALABAMA, SUITE 415 CITY: HOUSTON STATE: TX ZIP: 77056 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Infrared Cameras 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: Sportsmap Tech Acquisition Corp. DATE OF NAME CHANGE: 20210524 4 1 tm2333325-8_4seq1.xml OWNERSHIP DOCUMENT X0508 4 2023-12-19 0 0001863990 Infrared Cameras Holdings, Inc. MSAI 0002003544 Baird Peter W C/O INFRARED CAMERAS HOLDINGS, INC. 2105 WEST CARDINAL DRIVE BEAUMONT TX 77705 0 1 0 0 Chief Financial Officer 0 Common Stock 2023-12-19 4 A 0 624524 A 624524 D Common Stock 2023-12-19 4 A 0 5608 A 630132 D Stock Option 5.83 2023-12-19 4 A 0 68089 A 2030-10-08 Common Stock 68089 68089 D Stock Option 5.83 2023-12-19 4 A 0 80104 A 2031-01-17 Common Stock 80104 80104 D Stock Option 7.27 2023-12-19 4 A 0 31861 A 2031-07-29 Common Stock 31861 31861 D Stock Option 7.27 2023-12-19 4 A 0 24440 A 2031-12-06 Common Stock 24440 24440 D 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 option to purchase shares of Legacy ICH's common stock (other than any out of the money options) 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. 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. The stock option is fully vested and exercisable. /s/ Stephen Karl Guidry, Attorney-in-Fact 2023-12-21