MSAI files Form 8-K; Exhibit 99.1 press release on Q3 2025

Rhea-AI Filing Summary

MultiSensor AI Holdings, Inc. (MSAI) furnished an update on its latest results. The company announced it issued a press release covering financial results for the third fiscal quarter ended September 30, 2025, and furnished it as Exhibit 99.1 to this Form 8-K under Item 2.02.

The information under Item 2.02, including Exhibit 99.1, is being furnished—not filed—under the Exchange Act and is not incorporated by reference into other filings except as expressly stated. The company’s common stock (MSAI) and warrants (MSAIW) trade on The NASDAQ Stock Market LLC.

8-K Event Classification

2 items: 2.02, 9.01

2 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

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Date of Report (Date of earliest event reported): November 13, 2025

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MultiSensor AI Holdings, Inc.

(Exact name of registrant as specified in its charter)

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​ incorporation) ​	​ ​	​ Identification No.) ​
Delaware (State or other jurisdiction of incorporation)	001-40916 (Commission File Number)	86-3938682 (I.R.S. Employer Identification No.)

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2105 West Cardinal Drive

Beaumont, Texas 77705

(Address of principal executive offices) (Zip Code)

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(866) 861-0788

(Registrant’s telephone number, including area code)

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Not Applicable

(Former name or former address, if changed since last report)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Securities registered pursuant to Section 12(b) of the Act:

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Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common stock, $0.0001 par value per share	​	MSAI	​	The NASDAQ Stock Market LLC
Warrants to purchase common stock	​	MSAIW	​	The NASDAQ Stock Market LLC

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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Emerging growth company ☒

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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 2.02Results of Operations and Financial Condition.

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On November 13, 2025, MultiSensor AI Holdings, Inc., a Delaware corporation (the “Company”), issued a press release announcing its financial results for the third fiscal quarter ended September 30, 2025. A copy of the press release is furnished hereto as Exhibit 99.1 and is incorporated herein by reference.

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The information in this Item 2.02 of Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities under that section, and is not incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such filing.

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Item 9.01Financial Statements and Exhibits.

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(d) Exhibits

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Exhibit No.		Description
99.1	​	Press Release of MultiSensor AI Holdings, Inc., dated November 13, 2025 (furnished pursuant to Item 2.02)
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104	​	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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	MultiSensor AI Holdings, Inc.
Date: November 13, 2025	By:	/s/ Robert Nadolny
	Name:	Robert Nadolny
	Title:	Chief Financial Officer and Secretary

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FAQ

What did MultiSensor AI (MSAI) announce in this 8-K?

The company issued a press release with financial results for the third fiscal quarter ended September 30, 2025, furnished as Exhibit 99.1.

Which item of the 8-K covers the results for MSAI?

The results are disclosed under Item 2.02 (Results of Operations and Financial Condition).

Is the press release information furnished or filed?

It is furnished under the Exchange Act and is not deemed filed or incorporated by reference unless expressly stated.

What securities of MSAI are listed and where do they trade?

Common stock MSAI and warrants MSAIW trade on The NASDAQ Stock Market LLC.

What is the exhibit included with this 8-K?

Exhibit 99.1 is the press release dated November 13, 2025; Exhibit 104 is the cover page Inline XBRL data file.

Who signed the 8-K for MSAI?

It was signed by Robert Nadolny, Chief Financial Officer and Secretary.