MultiSensor AI Holdings Reports Director/Officer Changes
Ticker: MSAIW · Form: 8-K · Filed: Oct 1, 2025 · CIK: 1863990
| Field | Detail |
|---|---|
| Company | Multisensor Ai Holdings, INC. (MSAIW) |
| Form Type | 8-K |
| Filed Date | Oct 1, 2025 |
| Risk Level | low |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.0001 |
| Sentiment | neutral |
Sentiment: neutral
Topics: corporate-governance, executive-compensation, filing-update
Related Tickers: MSAI
TL;DR
MSAI filed an 8-K for director/officer changes and compensation. Nothing major yet.
AI Summary
MultiSensor AI Holdings, Inc. filed an 8-K on September 26, 2025, reporting changes in directors and officers, and compensatory arrangements. The company, formerly known as Infrared Cameras Holdings, Inc. and Sportsmap Tech Acquisition Corp., is based in Beaumont, TX.
Why It Matters
Changes in a company's board and executive team can signal shifts in strategy or operational focus.
Risk Assessment
Risk Level: low — This filing primarily concerns routine corporate governance and executive compensation disclosures.
Key Players & Entities
- MultiSensor AI Holdings, Inc. (company) — Registrant
- September 26, 2025 (date) — Date of earliest event reported
- Infrared Cameras Holdings, Inc. (company) — Former company name
- Sportsmap Tech Acquisition Corp. (company) — Former company name
- Delaware (jurisdiction) — State of incorporation
FAQ
What specific changes were made to the board of directors or officers?
The filing indicates changes in directors and officers, but the specific details of these changes are not provided in the provided text snippet.
What are the details of the compensatory arrangements for certain officers?
The filing mentions compensatory arrangements for certain officers, but the specific terms and amounts are not detailed in the provided text.
When was the company formerly known as Infrared Cameras Holdings, Inc.?
The company's name was changed from Infrared Cameras Holdings, Inc. on December 19, 2023.
When was the company formerly known as Sportsmap Tech Acquisition Corp.?
The company's name was changed from Sportsmap Tech Acquisition Corp. on May 24, 2021.
What is the primary business of MultiSensor AI Holdings, Inc. based on its SIC code?
Based on its Standard Industrial Classification (SIC) code 3827, the company is involved in Optical Instruments & Lenses.
Filing Stats: 809 words · 3 min read · ~3 pages · Grade level 11.7 · Accepted 2025-10-01 16:31:14
Key Financial Figures
- $0.0001 — ge on which registered Common stock, $0.0001 par value per share MSAI The NASDAQ
Filing Documents
- tm2527659d1_8k.htm (8-K) — 36KB
- tm2527659d1_ex10-1.htm (EX-10.1) — 20KB
- tm2527659d1_ex10-2.htm (EX-10.2) — 11KB
- 0001104659-25-095652.txt ( ) — 288KB
- msai-20250926.xsd (EX-101.SCH) — 4KB
- msai-20250926_def.xml (EX-101.DEF) — 26KB
- msai-20250926_lab.xml (EX-101.LAB) — 36KB
- msai-20250926_pre.xml (EX-101.PRE) — 25KB
- tm2527659d1_8k_htm.xml (XML) — 8KB
02 Departure of Directors or Certain Officers; Election of
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Effective as of September 26, 2025, MultiSensor AI Holdings, Inc., a Delaware corporation (the "Company"), and Robert Nadolny, the Company's Chief Financial Officer, entered into that certain PSU Cancellation and Release Agreement (the "Cancellation Agreement"), whereby the Company agreed to cancel an award of 48,076 performance stock units ("PSUs") previously granted to Mr. Nadolny on February 5, 2025. On September 29, 2025, the Company and Mr. Nadolny entered into an amendment (the "Amendment") to that certain Amended and Restated Employment Agreement, dated February 5, 2025, by and between the Company and Mr. Nadolny (the "Nadolny Employment Agreement"), pursuant to which the Company agreed to grant Mr. Nadolny an award of 100,000 restricted stock units ("RSUs" and such award, the "RSU Award") and an award of 400,000 PSUs (the "PSU Award"), in each case, under the MultiSensor AI Holdings, Inc. 2023 Incentive Award Plan. Pursuant to the Amendment, the number of RSUs underlying the RSU Award will be divided equally between a September 2025 grant and a January 2027 grant, and will vest over a four-year period in four substantially equal installments that commence on January 1, 2026 with respect to the September 2025 grant and January 1, 2027 with respect to the January 2027 grant. The number of PSUs underlying the PSU Award will be divided equally between a September 2025 grant and a January 2027 grant, and will vest upon the attainment of certain pre-established performance goals over a performance period as determined by the Company in its sole discretion. Except as provided herein, all other terms and conditions of the Nadolny Employment Agreement are substantially the same. The foregoing descriptions of the Cancellation Agreement and the Amendment are qualified in their entirety by reference to the full
01 Exhibits and Financial Statements
Item 9.01 Exhibits and Financial Statements. (d) Exhibits. Exhibit No. Description of Exhibit 10.1* PSU Cancellation and Release Agreement, by and between MultiSensor AI Holdings, Inc. and Robert Nadolny, dated September 26, 2025. 10.2* First Amendment to Amended and Restated Employment Agreement, by and between MultiSensor AI Holdings, Inc. and Robert Nadolny, dated September 29, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Certain exhibits and schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company undertakes to furnish to the Securities and Exchange Commission supplemental copies of any of the omitted exhibits or schedules upon request. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MultiSensor AI Holdings, Inc. Date: October 1, 2025 By: /s/ Robert Nadolny Name: Robert Nadolny Title: Chief Financial Officer and Secretary