0001104659-24-042781.txt : 20240402 0001104659-24-042781.hdr.sgml : 20240402 20240402214923 ACCESSION NUMBER: 0001104659-24-042781 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240331 FILED AS OF DATE: 20240402 DATE AS OF CHANGE: 20240402 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gow David CENTRAL INDEX KEY: 0001880850 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40916 FILM NUMBER: 24816718 MAIL ADDRESS: STREET 1: C/O SPORTSMAP TECH ACQUISITION CORP. STREET 2: 5353 WEST ALABAMA, SUITE 415 CITY: HOUSTON STATE: TX ZIP: 77056 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 tm2410628-3_4seq1.xml OWNERSHIP DOCUMENT X0508 4 2024-03-31 0 0001863990 MultiSensor AI Holdings, Inc. MSAI 0001880850 Gow David C/O MULTISENSOR AI HOLDINGS, INC. 2105 WEST CARDINAL DRIVE BEAUMONT TX 77705 1 0 0 0 0 Common Stock 2024-03-31 4 C 0 41016 A 576828 D Common Stock 2024-03-31 4 A 0 60060 A 636888 D Convertible Promissory Note 10 2024-03-31 4 D 0 200000 D 2023-12-19 2026-12-19 Common Stock 20000 0 D Convertible Promissory Note 5 2024-03-31 4 A 0 200000 A 2023-12-19 2026-12-19 Common Stock 41016 200000 D Convertible Promissory Note 5 2024-03-31 4 C 0 200000 0 D 2023-12-19 2026-12-19 Common Stock 41016 0 D On March 31, 2024, the Reporting Person acquired 101,076 shares of Common Stock from the Issuer pursuant to the conversion of two promissory notes with an aggregate principal balance of $400,000. The conversion was structured to comply with the provisions of Rule 16b-3(d) promulgated under the Securities Exchange Act of 1934, as amended. A promissory note with a principal amount of $200,000 converted into shares of common stock at a price of $5.00 per share for the outstanding principal amount, and $10.00 per share for the accrued but unpaid interest. The remaining promissory note with a principal amount of $200,000 converted at a price of $3.33 per share, and such note was non-interest bearing. Includes 63,466 shares received as a liquidating distribution from SportsMap, LLC ("Sponsor"). In prior reports, the reporting person reported beneficial ownership of 100,000 shares of Issuer's common stock held by Sponsor, and 19,609 shares held by Gow Media, LLC. Gow Media, LLC subsequently waived its right to its shares previously reported, which were then included in Sponsor's liquidating distribution to its members. Represents an amendment to the exercise price of the convertible promissory note. /s/ David Gow 2024-04-02