MultiSensor AI Holdings, Inc. Announces Postponement of Special Meeting of Stockholders to December 19, 2025

Rhea-AI Summary

MultiSensor AI Holdings (NASDAQ: MSAI) announced the postponement of its special meeting of stockholders from 10:00 a.m. CT on December 15, 2025 to 10:00 a.m. CT on December 19, 2025. The meeting will remain virtual at https://www.cstproxy.com/multisensorai/sm2025.

The record date for voting remains close of business on November 4, 2025. Previously submitted proxies remain valid unless changed; no changes were made to the proposals to be voted on. The company filed a definitive proxy statement on Schedule 14A dated December 1, 2025, and encourages stockholders who have not voted to submit proxies before 11:59 p.m. ET on December 18, 2025.

Key Figures

Original meeting date December 15, 2025, 10:00 a.m. CT Initial special meeting schedule

New meeting date December 19, 2025, 10:00 a.m. CT Postponed special meeting schedule

Proxy cut-off 11:59 p.m. ET, December 18, 2025 Deadline to submit proxies

Record date November 4, 2025 Eligibility to vote at special meeting

Market Reality Check

$0.4926 Last Close

Volume Volume 1,607,972 vs 20-day average 2,297,544 (relative volume 0.7x). normal

Technical Price $0.4926 is trading below the 200-day MA at $0.82.

Peers on Argus 1 Up

Peers show mixed signals: sector watchlist names like VRAR were up about 6.8% in momentum scans, while other peers in the broader list had mostly negative or flat moves, suggesting stock-specific dynamics around MSAI.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Nov 13	Q3 2025 earnings	Positive	-10.1%	Improved margins and lower losses but shares fell on the update.
Nov 04	Registered direct offering	Negative	-32.3%	Dilutive registered direct equity financing pressured the share price.
Oct 24	Private placement financing	Negative	-28.8%	Large private placement and warrants raised dilution concerns.
Oct 14	Deployment announcement	Positive	-1.4%	New North American deployments but stock still slipped modestly.
Aug 13	Q2 2025 earnings	Negative	-6.8%	Revenue decline amid strategic shift weighed on the shares.

Pattern Detected

Recent financings and operational updates have frequently been followed by negative next-day price moves, even when news appeared strategically positive or mixed.

Recent Company History

Over the last six months, MSAI’s news flow has featured earnings updates, sizeable financings, and commercial expansion. Q2 and Q3 2025 results on Aug 13 and Nov 13 highlighted a shift toward software and cost cuts, yet shares fell after both. The $14.0M private placement on Oct 24 and the $14.4M registered direct offering on Nov 4 were followed by sharp declines, underscoring sensitivity to dilution. Operational AI deployments announced on Oct 14 also saw a modest negative reaction.

Market Pulse Summary

This announcement shifts the special meeting to December 19, 2025 without altering proposals or the November 4, 2025 record date. Recent proxy and 8-K filings indicate that key items include approval of a major private placement, substantial potential share issuance, and authority for a reverse stock split tied to Nasdaq bid-price compliance. Investors tracking this name may focus on voting outcomes, dilution impacts, and future compliance updates rather than the timing change itself.

Key Terms

special meeting of stockholders regulatory

"announced today that its upcoming special meeting of stockholders (the "Special Meeting")"

A special meeting of stockholders is an unscheduled gathering called to let shareholders vote on specific, often urgent company decisions—like mergers, major asset sales, changes to the board, or amendments to governing rules. Think of it as an emergency town hall where owners cast ballots in person or by mail/online; outcomes can materially change a company’s strategy, control or value, so investors pay close attention and may need to vote or adjust holdings accordingly.

record date regulatory

"The close of business on November 4, 2025 will continue to be the record date"

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

proxy statement regulatory

"read the Company's definitive proxy statement on Schedule 14A"

A proxy statement is a document companies send to shareholders ahead of a meeting that lays out the items up for a vote—like who will sit on the board, executive pay, and major corporate decisions—and provides background so shareholders can decide how to cast their votes or appoint someone to vote for them. Think of it as an agenda plus a ballot and briefing notes, important because the outcomes can change control, strategy, and value.

schedule 14a regulatory

"definitive proxy statement on Schedule 14A, filed with the Securities and Exchange Commission"

Schedule 14A is a document that companies file with regulators to share important information with shareholders before a big vote, like approving a merger or election of directors. It matters because it helps investors understand what’s happening so they can make informed decisions about the company’s future.

securities and exchange commission regulatory

"filed with the Securities and Exchange Commission (the "SEC") on December 1, 2025"

A national government agency that enforces rules for buying, selling and disclosing information about stocks and other investments, acting like a referee and scorekeeper for financial markets. It requires companies to share clear, regular financial and business information and investigates fraud or rule-breaking, which matters to investors because those rules and disclosures help ensure fair prices, reduce hidden risks and make it easier to compare investment choices.

AI-generated analysis. Not financial advice.

Houston, Texas--(Newsfile Corp. - December 12, 2025) - MultiSensor AI Holdings, Inc. (NASDAQ: MSAI) ("MSAI," "we," "our" or the "Company"), a pioneer in AI-powered industrial condition-based maintenance and process control solutions, announced today that its upcoming special meeting of stockholders (the "Special Meeting"), which was initially scheduled for 10:00 a.m., Central Time, on December 15, 2025, has been postponed to 10:00 a.m., Central Time, on December 19, 2025. The postponed Special Meeting will continue to be held virtually at https://www.cstproxy.com/multisensorai/sm2025.

The close of business on November 4, 2025 will continue to be the record date for the determination of stockholders of the Company entitled to vote at the Special Meeting. Stockholders of the Company who have previously submitted their proxy and who do not want to change their vote do not need to take any action.

No changes have been made to the proposals to be voted on by stockholders at the Special Meeting. The Company encourages all of its stockholders to read the Company's definitive proxy statement on Schedule 14A, filed with the Securities and Exchange Commission (the "SEC") on December 1, 2025 (the "Proxy Statement") and distributed to the stockholders. Stockholders are also able to obtain, for free, copies of documents filed with the SEC at the SEC's website at http://www.sec.gov.

The Company will continue to solicit votes from its stockholders with respect to the proposals set forth in the Proxy Statement. The Company encourages all stockholders who have not submitted their proxy to do so before 11:59 p.m. Eastern Time on December 18, 2025.

About MultiSensor AI Holdings, Inc.

MultiSensor AI builds and deploys intelligent multi-sensing platforms incorporating edge and cloud software solutions that leverage artificial intelligence. MSAI's integrated solutions utilize data generated from an array of sensors and sensor modalities including high-resolution thermal imagers, visible and acoustic imagers, as well as vibration and laser spectroscopy sensors, to protect customers' most critical assets. MSAI's platform combines condition-based monitoring data with proprietary edge and cloud software to generate actionable insights that, we believe, minimize unplanned downtime, reduce maintenance costs, prevent hazards, and extend asset life.

MSAI Contact:

E-mail: ir@multisensorai.com
Website: www.multisensorai.com

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/277954

FAQ

Why did MultiSensor AI (MSAI) postpone the special meeting to December 19, 2025?

The company announced the meeting date change but did not provide a reason in the notice; the meeting was rescheduled to 10:00 a.m. CT on December 19, 2025.

Will previously submitted MSAI proxies still count for the December 19, 2025 special meeting?

Yes. Stockholders who already submitted proxies do not need to take action if they do not want to change their vote.

What is the MSAI record date for voting at the postponed special meeting?

The record date remains close of business on November 4, 2025 for determining stockholders entitled to vote.

How can MSAI stockholders attend the December 19, 2025 virtual special meeting?

The postponed special meeting will be held virtually at https://www.cstproxy.com/multisensorai/sm2025 at 10:00 a.m. CT on December 19, 2025.

When is the deadline to submit a proxy for MSAI before the December 19, 2025 meeting?

Stockholders are encouraged to submit proxies before 11:59 p.m. ET on December 18, 2025.

Were any proposals changed for the MSAI special meeting now set for December 19, 2025?

No. The company stated that no changes have been made to the proposals to be voted on at the special meeting.

Where can investors find MSAI's definitive proxy statement filed December 1, 2025?

Investors can obtain the Schedule 14A definitive proxy statement filed December 1, 2025, and other SEC filings for free at http://www.sec.gov.