Gary Eugene Strahan - Dec 19, 2023 Form 4 Insider Report for Infrared Cameras Holdings, Inc. (MSAI)

Role: Chief Executive Officer, Director, 10%+ Owner
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, 05:37 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		+6.02M			6.02M	Dec 19, 2023	Direct	F1
transaction	MSAI	Common Stock	Other		+100K			100K	Dec 19, 2023	Held by Trust	F2

* 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 (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 Legacy ICH, each share of class A common stock and class B common stock of Legacy ICH was automatically 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.
F2	Concurrently with the consummation of the Business Combination, the Jill A. Blashek Revocable Trust U/A May 8, 2004, as amended and restated (the "Trust"), of which Jill A. Blashek, the wife of Gary Strahan, is trustee, acquired 100,000 shares of Common Stock pursuant to a financing transaction with the Issuer in satisfaction of a previous loan obligation. Mr. Strahan disclaims beneficial ownership of the securities held by the Trust except to the extent of his pecuniary interest therein, if any.

Content

Pursuant to the business combination (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 Legacy ICH, each share of class A common stock and class B common stock of Legacy ICH was automatically 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.

Concurrently with the consummation of the Business Combination, the Jill A. Blashek Revocable Trust U/A May 8, 2004, as amended and restated (the "Trust"), of which Jill A. Blashek, the wife of Gary Strahan, is trustee, acquired 100,000 shares of Common Stock pursuant to a financing transaction with the Issuer in satisfaction of a previous loan obligation. Mr. Strahan disclaims beneficial ownership of the securities held by the Trust except to the extent of his pecuniary interest therein, if any.