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