Every 8-K that MultiSensor AI Holdings, Inc. (MSAI) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow MSAI and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full MSAI filings page.
MultiSensor AI Holdings, Inc. reported results for the quarter ended June 30, 2026. Quarterly revenue was $1.7 million, up from $1.4 million a year earlier, while the company recorded a net loss of $2.5 million versus a $3.3 million loss in the prior-year quarter.
Operating expenses declined year over year, with total operating expenses at $3.4 million compared with $3.7 million, contributing to a narrower operating loss of $2.6 million. For the first six months of 2026, revenue was $3.3 million and the net loss was $4.9 million, improved from a $7.8 million loss in the same period of 2025.
Cash and cash equivalents were $21.0 million at June 30, 2026, down from $24.4 million at year-end, with net cash used in operating activities of $4.1 million in the first half. The company highlights growth in recurring software subscriptions and a leaner cost structure and notes that all share data reflect a 1-for-40 reverse stock split completed on April 13, 2026.
MultiSensor AI Holdings, Inc. granted equity awards to directors and senior executives and amended change-in-control treatment of prior awards and employment agreements. Non-employee directors received a total of 11,214 RSUs for second-quarter 2026 service, which immediately vested into common shares, in transactions relying on exemptions under Rule 506 and/or Section 4(a)(2) of the Securities Act.
Effective July 16, 2026, CEO Asim Akram received 20,841 RSUs and 83,364 PSUs at target and CFO Robert Nadolny received 17,935 RSUs and 23,774 PSUs at target, plus additional 2025 PSU tranches. RSUs vest in four annual installments beginning January 1, 2027. PSUs vest, if at all, based on revenue for the year ending December 31, 2029, with a $31.5M threshold (50% payout) and $45.0M target (100% payout). Amendments provide that equity awards generally continue on their original schedules through a Change in Control but become fully vested if not assumed or upon certain terminations within 24 months afterward.
MultiSensor AI Holdings, Inc. reported results of its June 12, 2026 annual meeting of stockholders. Stockholders approved an amendment to the 2023 Incentive Award Plan, increasing the shares of common stock reserved for awards by 500,000 to a total of 661,012 shares, effective June 12, 2026.
All five director nominees were elected to serve until the 2027 annual meeting, and stockholders ratified Weaver and Tidwell L.L.P. as independent registered public accounting firm for the fiscal year ending December 31, 2026. The company reported that 1,306,286 shares, or 64.686% of outstanding common stock as of the April 14, 2026 record date, were represented at the meeting.
MultiSensor AI Holdings reported first quarter 2026 revenue of $1,614,000, up from $1,170,000 a year earlier, showing solid top-line growth. Net loss narrowed to $2,471,000 compared with $4,436,000, helped by much lower selling, general and administrative expenses and reduced share-based compensation.
Operating loss improved to $2,594,000 from $4,617,000, while net loss per share improved to $1.23 from $5.42, reflecting the reverse stock split adjustment. Net cash used in operating activities was $1,688,000, an improvement from $3,176,000, and cash and cash equivalents stood at $22,552,000 as of March 31, 2026, providing liquidity to support ongoing growth initiatives.
MultiSensor AI Holdings, Inc. reports that on April 27, 2026 it was notified by Nasdaq that it has regained compliance with the minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2). The company is now in full compliance with The Nasdaq Capital Market’s continued listing requirements.
MultiSensor AI Holdings, Inc. adjusted the terms of previously issued warrants after completing a 1-for-40 reverse stock split of its common stock. The reverse split became effective on April 13, 2026, converting every forty shares into one share without changing par value.
The warrants were originally issued in October 2025 for up to 68,459,652 shares at an exercise price of $0.409 per share, with anti-dilution features tied to share combination events. Following the reverse split and the related adjustment period, the warrant exercise price was reset to $5.98 per share and the total number of shares issuable under the warrants was proportionately adjusted to 4,682,273.85 shares, effective as of the close of trading on April 17, 2026.
MultiSensor AI Holdings, Inc. reported full-year 2025 revenue of $5.6 million, down from $7.4 million in 2024 as it shifts from hardware sales toward subscription solutions. The company’s net loss narrowed to $11.7 million from $21.5 million, reflecting lower operating expenses.
Operating cash outflow improved to $8.0 million from $15.6 million. MultiSensor AI strengthened its balance sheet by raising $30.9 million from issuances of common stock and pre-funded warrants, helping increase cash and cash equivalents to $24.4 million at December 31, 2025, compared with $4.5 million a year earlier.
MultiSensor AI Holdings, Inc. entered into an at-the-market issuance sales agreement that allows it to sell up to $60,000,000 of common stock from time to time through Roth Capital Partners and H.C. Wainwright as sales agents or principals.
Shares may be sold directly on The Nasdaq Capital Market or through other permitted methods, with the company paying the agents a commission of up to 3.0% of gross sales proceeds. MultiSensor AI plans to use any net proceeds primarily for working capital and general corporate purposes.
In connection with this offering framework, the company also amended an existing Securities Purchase Agreement dated October 24, 2025 to permit the at-the-market sales. The shares will be offered under an effective shelf registration statement on Form S-3 and a related prospectus supplement.
MultiSensor AI Holdings, Inc. terminated two stock financing arrangements effective February 2, 2026. The company ended a Common Stock Purchase Agreement with B. Riley Principal Capital II that had allowed sales of up to $25.0 million of common stock. Before termination, it sold 1,814,731 shares for cash proceeds of approximately $4.7 million and incurred no termination penalties.
The company also ended an at-the-market issuance Sales Agreement with B. Riley Securities that had permitted up to $8.6 million of common stock sales. Under this agreement, it sold 151,072 shares for cash proceeds of approximately $115,793, again with no termination penalties.
MultiSensor AI Holdings, Inc. (MSAI) reports that Nasdaq has granted the company an additional 180 days, until May 11, 2026, to regain compliance with the minimum $1.00 bid price requirement for continued listing on The Nasdaq Capital Market. The company had previously achieved at least 10 consecutive trading days above $1.00 by November 11, 2025, but its stock price later fell below that level, leading Nasdaq to continue monitoring the bid price.
The company states that if it has not demonstrated compliance with the bid price rule by the new deadline, it intends to seek stockholder approval to implement a reverse stock split of its common stock. Management notes it is taking steps to meet all Nasdaq criteria, but cautions there is no assurance it will regain compliance within the extension period.
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.
MultiSensor AI Holdings (MSAI) completed a registered direct offering, issuing 4,595,000 shares at $1.35 and pre-funded warrants to purchase up to 6,100,000 shares at $1.3499 per warrant (exercise price $0.0001). The transaction closed on November 5, 2025 and delivered net proceeds of approximately $13.6 million.
The company plans to use proceeds for working capital and other general corporate purposes, including strategic growth initiatives and advancing its MSAI Connect platform. The pre-funded warrants include a 9.99% beneficial ownership cap, limiting exercises that would push the holder above that threshold. Roth Capital Partners acted as placement agent and received a 5.0% fee of gross proceeds, or about $722,000.
The offering was made under an effective Form S-3 shelf with a base prospectus and prospectus supplement. Legal opinions and the principal transaction documents were filed as exhibits.
MultiSensor AI Holdings (MSAI) entered a private placement led by Roth Capital Partners, selling 34,229,826 common shares at $0.409 and issuing warrants to buy up to 68,459,652 shares at $0.409, for aggregate gross proceeds of $14.0 million, with a 5.0% placement fee. An Initial Closing delivered 6,970,890 shares and warrants for up to 13,941,780 shares, generating $2.85 million gross; the balance is in escrow.
The closing of remaining securities is subject to Stockholder Approval; if not obtained by February 28, 2026, escrowed funds will be returned. Warrants are not exercisable until approval, have a seven‑year term, full‑ratchet anti‑dilution with a price floor of $0.14944, and a 49.5% beneficial ownership cap, with a Series A Convertible Preferred alternative (1:1000 conversion) to stay within the cap. The company agreed to file a resale registration and secured voting agreements covering >36.5% of pre‑transaction shares. Net proceeds are intended for working capital and general corporate purposes.
MultiSensor AI Holdings, Inc. reported changes to the compensation arrangements of its Chief Financial Officer, Robert Nadolny. Effective September 26, 2025, the company and Mr. Nadolny entered into a PSU Cancellation and Release Agreement, under which an award of 48,076 performance stock units (PSUs) granted on February 5, 2025 was cancelled. On September 29, 2025, the parties amended Mr. Nadolny’s employment agreement, providing a new equity package consisting of 100,000 restricted stock units (RSUs) and 400,000 PSUs under the 2023 Incentive Award Plan.
The RSU Award is split equally between a September 2025 grant and a January 2027 grant and will vest over four years in four substantially equal installments, starting January 1, 2026 for the September 2025 grant and January 1, 2027 for the January 2027 grant. The PSU Award is also split between a September 2025 grant and a January 2027 grant and will vest based on pre-established performance goals over a performance period determined by the company in its sole discretion. All other terms of Mr. Nadolny’s employment agreement remain substantially the same.