MultiSensor AI Holdings, Inc.·4

Apr 2, 4:25 PM ET

FRIEDBERG DANIEL M. 4

4 · MultiSensor AI Holdings, Inc. · Filed Apr 2, 2026

Research Summary

AI-generated summary of this filing

Updated

MultiSensor AI (MSAI) Daniel Friedberg Receives 95,238 Shares

What Happened
Daniel M. Friedberg, a 10% owner and a director designee associated with 325 Capital, was granted 95,238 shares of MultiSensor AI Holdings, Inc. on 2026-03-31. The Form 4 reports the grant as an award/acquisition (code A) with an acquisition price of $0 — indicating an equity award rather than a market purchase.

Key Details

  • Transaction date: 2026-03-31; Form 4 filed: 2026-04-02 (appears timely for Section 16 reporting).
  • Transaction type/code: Award / Acquisition (A). Reported price: $0.00.
  • Shares granted: 95,238. Shares owned after transaction: not specified in the filing.
  • Filing is joint: reported by 325 Capital Master Fund LP, 325 Capital GP, 325 Capital LLC, Michael Braner, Daniel Friedberg and Anil Shrivastava (see footnotes).
  • Notable footnotes: Friedberg is a director designee for 325; equity awards to him are to be held on, transferred to, or the proceeds remitted to 325 or its affiliates (F1–F4). Reporting persons disclaim beneficial ownership except to extent of pecuniary interest.
  • Transaction implication: award/grant reported — not an open‑market purchase or sale.

Context
Because the award is tied to 325 Capital relationships, this grant appears to reflect institutional alignment via 325 rather than a personal cash purchase by Friedberg. The $0 acquisition price and footnotes indicate the shares were issued as compensation/award and may be held for or transferred to 325 or related accounts. No sale or exercise activity was reported in this filing.

Insider Transaction Report

Form 4
Period: 2026-03-31
FRIEDBERG DANIEL M.
Director10% OwnerOther
Transactions
  • Award

    Common stock, $0.0001 par value per share

    [F1][F4]
    2026-03-31+95,238245,345 total
Holdings
  • Common stock, $0.0001 par value per share

    [F1][F2]
    (indirect: By: 325 Capital Master Fund LP)
    4,843,223
  • Common stock, $0.0001 par value per share

    [F1][F3]
    (indirect: By LLC)
    21,747,896
  • Warrants to purchase common stock

    [F1][F5][F6][F2]
    (indirect: By: 325 Capital Master Fund LP)
    Exercise: $0.41Common stock, $0.0001 par value per share (5,353,632 underlying)
    6,722,710
  • Warrants to purchase common stock

    [F1][F5][F6][F3]
    (indirect: By LLC)
    Exercise: $0.41Common stock, $0.0001 par value per share (21,905,300 underlying)
    27,507,114
Footnotes (6)
  • [F1]This Form 4 is being filed jointly by 325 Capital Master Fund LP, a Cayman Islands exempted limited partnership ("325 Master Fund"), 325 Capital GP, LLC, a Delaware limited liability company registered as a foreign partnership in the Cayman Islands ("325 Capital GP"), 325 Capital LLC, a Delaware limited liability company ("325"), Michael Braner, a United States citizen, Daniel Friedberg, a United States citizen, and Anil Shrivastava, a United States citizen (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
  • [F2]Securities owned directly by 325 Master Fund. 325 Capital GP is the general partner of 325 Master Fund, 325 is the investment manager to 325 Master Fund, and each of Messrs. Braner, Friedberg and Shrivastava are Managing Members of 325. As a result of these relationships, all of the Reporting Persons may be deemed to beneficially own the securities owned directly by 325 Master Fund.
  • [F3]Securities owned directly by certain separately managed accounts ("SMAs") that are deemed beneficially owned by 325 as a result of 325 serving as the investment manager to such SMAs. Each of Messrs. Braner, Friedberg and Shrivastava are Managing Members of 325. As a result of these relationships, they may be deemed to beneficially own the securities beneficially owned by 325.
  • [F4]Mr. Friedberg serves as a director designee of 325 on the Board of Directors of the Issuer. In connection with this arrangement, any equity-based securities awarded to Mr. Friedberg in his capacity as a director of the Issuer will be held by Mr. Friedberg on behalf of 325 or its affiliates, transferred by Mr. Friedberg to 325 or its affiliates, and/or sold by Mr. Friedberg, with the proceeds of such sale to be remitted to 325 or its affiliates, in each case as directed by 325. Accordingly, Mr. Friedberg does not have a direct pecuniary interest in these securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), however, 325 and Messrs. Braner, Friedberg and Shrivastava may be deemed to have a pecuninary interest in these securities for purposes of Section 16 of the Exchange Act pursuant to the foregoing sentence.
  • [F5]The Warrants are exercisable from the date of the Stockholder Approval and expire five years from the date of issuance.
  • [F6]The SPA and the Warrants provide that each Warrant holder's beneficial ownership of shares, including after taking into account the full exercise of such holder's Warrant, shall in no event exceed 49.5% of the issued and outstanding shares (the "Maximum Ownership Limitation"). Pursuant to the Warrants, in the event that a holder's Warrant is not exercisable for shares due to the beneficial ownership of such holder exceeding the Maximum Ownership Limitation, the applicable Warrant will be exercisable for shares of the Issuer's Series A Convertible Preferred Stock, par value $0.0001 per share, that are convertible into an equivalent number of shares for which the Warrant is exercisable.

Documents

1 file
  • 4
    form413281004_04022026.xmlPrimary

    OWNERSHIP DOCUMENT