Peter W. Baird - Dec 19, 2023 Form 4 Insider Report for Infrared Cameras Holdings, Inc. (MSAI)

Role
Chief Financial Officer
Signature
/s/ Stephen Karl Guidry, Attorney-in-Fact
Stock symbol
MSAI
Transactions as of
Dec 19, 2023
Transactions value $
$0
Form type
4
Date filed
12/21/2023, 05:36 PM
Next filing
Apr 2, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MSAI Common Stock Award +625K 625K Dec 19, 2023 Direct F1, F2, F3
transaction MSAI Common Stock Award +5.61K +0.9% 630K Dec 19, 2023 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction MSAI Stock Option Award +68.1K 68.1K Dec 19, 2023 Common Stock 68.1K $5.83 Direct F1, F2, F4
transaction MSAI Stock Option Award +80.1K 80.1K Dec 19, 2023 Common Stock 80.1K $5.83 Direct F1, F2, F4
transaction MSAI Stock Option Award +31.9K 31.9K Dec 19, 2023 Common Stock 31.9K $7.27 Direct F1, F2, F4
transaction MSAI Stock Option Award +24.4K 24.4K Dec 19, 2023 Common Stock 24.4K $7.27 Direct F1, F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the business combination of Infrared Cameras Holdings, Inc. (formerly known as SportsMap Tech Acquisition Corp.) (the "Issuer") and MSAI Operating, Inc. (formerly known as Infrared Cameras Holdings, Inc., "Legacy ICH"), as contemplated by the business combination agreement, dated as of December 5, 2022 (as amended, the "Business Combination Agreement"), by and among the Issuer, ICH Merger Sub Inc., and
F2 Legacy ICH, each share of class A common stock and class B common stock of ICH was converted into the right to receive a number of shares of common stock of the Issuer in accordance with the exchange ratio described in the Business Combination Agreement, and each option to purchase shares of Legacy ICH's common stock (other than any out of the money options) and each award of restricted stock units ("RSUs") of Legacy ICH was cancelled and automatically converted into the right to receive securities of the Issuer upon substantially the same terms and conditions in accordance with the exchange ratio described in the Business Combination Agreement.
F3 Represents RSUs. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock and does not expire. The RSUs vest on January 1, 2024.
F4 The stock option is fully vested and exercisable.