MultiSensor AI Holdings, Inc.
For the period ended Dec 31, 2025. Filed Mar 19, 2026.
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FY2025 · Filed Mar 19, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Table of Contents
| | | |
|---|---|---|
| FORWARD-LOOKING STATEMENTS | 2 | |
| PART I | | 4 |
| Item 1. | Business. | 4 |
| Item 1A. | Risk Factors. | 15 |
| Item 1B. | Unresolved Staff Comments. | 45 |
| Item 1C. | Cybersecurity. | 45 |
| Item 2. | Properties. | 46 |
| Item 3. | Legal Proceedings. | 46 |
| Item 4. | Mine Safety Disclosures. | 46 |
| PART II | | 47 |
| Item 5. | Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. | 47 |
| Item 6. | [Reserved]. | 47 |
| Item 7. | Management’s Discussion and Analysis of Financial Condition and Results of Operations. | 48 |
| Item 7A. | Quantitative and Qualitative Disclosures About Market Risk. | 57 |
| Item 8. | Financial Statements and Supplementary Data. | 58 |
| Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. | 83 |
| Item 9A. | Controls and Procedures. | 83 |
| Item 9B. | Other Information. | 83 |
| Item 9C. | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. | 83 |
| PART III | | 84 |
| Item 10. | Directors, Executive Officers and Corporate Governance. | 84 |
| Item 11. | Executive Compensation. | 84 |
| Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. | 84 |
| Item 13. | Certain Relationships and Related Transactions, and Director Independence. | 84 |
| Item 14. | Principal Accountant Fees and Services. | 84 |
| PART IV | | 85 |
| Item 15. | Exhibits and Financial Statement Schedules | 85 |
| | Signatures | 89 |
Unless otherwise indicated or the context otherwise requires, references to the “Company,” “we,” “us,” or “our” refer to the business of (i) Infrared Cameras Holdings, Inc., a Delaware corporation (“Legacy ICI”) prior to the consummation of the transactions completed pursuant to that certain business combination agreement, dated as of December 5, 2022, as amended by Amendment No. 1, dated June 27, 2023, and Amendment No. 2, dated September 17, 2023 (the “Business Combination Agreement”, and the transactions contemplated thereby, the “Business Combination”), by and among SportsMap Tech Acquisition Corp., a Delaware corporation (“Legacy SMAP”), ICH Merger Sub Inc., a Delaware corporation and wholly-owned subsidiary of Legacy SMAP (“Merger Sub”) and Legacy ICI, resulting in the merger (the “Merger”) of Merger Sub with and into Legacy ICI, with Legacy ICI surviving as a wholly-owned subsidiary of Legacy SMAP (which subsequently changed its name to MultiSensor AI Holdings, Inc.) and (ii) MultiSensor AI Holdings, Inc. (“MSAI”) and its subsidiaries following the consummation of the Business Combination.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.