[Form 4] MultiSensor AI Holdings, Inc. Warrant Insider Trading Activity

Rhea-AI Filing Summary

Form 4 overview: Director Laura Berner of Bolt Biotherapeutics (BOLT) reported a single equity-based transaction dated May 27 2025. She received a non-qualified stock option for 1,100 common shares at an exercise price of $6.40 per share. All figures give effect to the 1-for-20 reverse stock split that the company executed on June 6 2025.

Key terms of the grant:

• Vesting: Options vest on the earlier of May 27 2026 or the day immediately prior to the next annual meeting, subject to continued service.
• Change-in-control: The award vests in full upon a change-in-control event.
• Expiration: May 26 2035 (10-year life).

No shares were purchased or sold; the filing reflects compensation-related option issuance. Post-grant, Berner beneficially owns 1,100 derivative securities and no disclosed non-derivative common shares.

Corporate context: The recent reverse split consolidated each 20 common shares into one, reducing the share count and proportionally increasing exercise prices. Prior to the split, the grant was for 22,000 shares at $0.32 per share. The filing provides no additional financial or operational data.

Positive

• Director incentive alignment: Granting stock options ties board compensation to future share performance.
• Clear vesting schedule: One-year cliff and change-in-control acceleration provide transparent terms for investors.

Negative

• Reverse stock split highlighted: A 1-for-20 consolidation suggests prior share-price pressure, though no explicit rationale is provided.

Insights

Equity Compensation Analyst

TL;DR: Routine board option grant; minor impact.

The Form 4 discloses a standard annual equity award to an outside director. Post-split sizing—1,100 options—appears immaterial versus Bolt Biotherapeutics’ public float. The 10-year term and single-year cliff vest align with typical small-cap governance practices, while the change-in-control acceleration is common in biotech. Because no shares were bought or sold, the filing does not imply insider sentiment toward the current market price. Investors should view the disclosure as routine compensation rather than a signal.

Corporate Actions Specialist

TL;DR: Reverse split noted; no transactional signal.

The grant references Bolt’s 1-for-20 reverse split executed on June 6 2025, confirming the corporate action is now effective. Reverse splits often target listing-price compliance, but the form supplies no context beyond execution. The option pricing and share count were mechanically adjusted, maintaining economic equivalence. Overall, the disclosure is informational, not indicative of forthcoming capital raises or strategic shifts.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

FRIEDBERG DANIEL M.

(Last) (First) (Middle)

757 THIRD AVENUE

20TH FLOOR

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MultiSensor AI Holdings, Inc. [ MSAI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			See Footnotes

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common stock, $0.0001 par value per share(1)	06/30/2025		A		36,563(2)	A	$0.55(3)	70,199(4)	D
Common stock, $0.0001 par value per share(1)								1,481,868	I	By: 325 Capital Master Fund LP(5)
Common stock, $0.0001 par value per share(1)								7,893,132	I	By: 325 Capital LLC(6)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

FRIEDBERG DANIEL M.

(Last) (First) (Middle)

757 THIRD AVENUE

20TH FLOOR

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			See Footnotes

1. Name and Address of Reporting Person^*

325 Capital Master Fund LP

(Last) (First) (Middle)

190 ELGIN AVENUE

GEORGE TOWN

(Street)

GRAND CAYMAN E9 KY1-9008

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Footnotes

1. Name and Address of Reporting Person^*

325 Capital GP, LLC

(Last) (First) (Middle)

757 THIRD AVENUE

20TH FLOOR

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			See Footnotes

1. Name and Address of Reporting Person^*

325 CAPITAL LLC

(Last) (First) (Middle)

757 THIRD AVENUE

20TH FLOOR

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			See Footnotes

1. Name and Address of Reporting Person^*

Braner Michael David

(Last) (First) (Middle)

757 THIRD AVENUE

20TH FLOOR

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			See Footnotes

1. Name and Address of Reporting Person^*

Shrivastava Anil K

(Last) (First) (Middle)

757 THIRD AVENUE

20TH FLOOR

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			See Footnotes

Explanation of Responses:

1. This Form 4 is being filed jointly by 325 Capital Master Fund LP, a Cayman Islands exempted limited partnership ("325 Master Fund"), 325 Capital GP, LLC, a Delaware limited liability company registered as a foreign partnership in the Cayman Islands ("325 Capital GP"), 325 Capital LLC, a Delaware limited liability company ("325"), Michael Braner, a United States citizen, Daniel Friedberg, a United States citizen, and Anil Shrivastava, a United States citizen (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

2. On June 30, 2025, Mr. Friedberg was granted 36,563 shares of fully vested restricted stock units in his capacity as a director of the Issuer, each representing the right to receive one share of the Issuer's common stock pursuant to the Issuer's 2023 Incentive Award Plan.

3. Price per share calculated using the closing price per share on June 27, 2025.

4. Mr. Friedberg serves as a director designee of 325 on the Board of Directors of the Issuer. In connection with this arrangement, any equity-based securities awarded to Mr. Friedberg in his capacity as a director of the Issuer will be held by Mr. Friedberg on behalf of 325 or its affiliates, transferred by Mr. Friedberg to 325 or its affiliates, and/or sold by Mr. Friedberg, with the proceeds of such sale to be remitted to 325 or its affiliates, in each case as directed by 325. Accordingly, Mr. Friedberg does not have a direct pecuniary interest in these securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), however, 325 and Messrs. Braner, Friedberg and Shrivastava may be deemed to have a pecuninary interest in these securities for purposes of Section 16 of the Exchange Act pursuant to the foregoing sentence.

5. Securities owned directly by 325 Master Fund. 325 Capital GP is the general partner of 325 Master Fund, 325 is the investment manager to 325 Master Fund, and each of Messrs. Braner, Friedberg and Shrivastava are Managing Members of 325. As a result of these relationships, all of the Reporting Persons may be deemed to beneficially own the securities owned directly by 325 Master Fund.

6. Securities owned directly by certain separately managed accounts ("SMAs") that are deemed beneficially owned by 325 as a result of 325 serving as the investment manager to such SMAs. Each of Messrs. Braner, Friedberg and Shrivastava are Managing Members of 325. As a result of these relationships, they may be deemed to beneficially own the securities beneficially owned by 325.

Remarks:

Mr. Friedberg, a managing member of 325, is a director of the Issuer. For purposes of Section 16 of the Exchange Act, each of the Reporting Persons (other than Mr. Friedberg) may be deemed a director by deputization by virtue of its or his representation on the Board of Directors of the Issuer.

	/s/ Daniel M. Friedberg	07/02/2025
	325 Master Fund LP, By /s/ Michael D. Braner, Name: Michael D. Braner, Title: Managing Member	07/02/2025
	325 Capital GP, LLC, By /s/ Michael D. Braner, Name: Michael D. Braner, Title: Managing Member	07/02/2025
	325 Capital LLC, By: /s/ Michael D. Braner, Name: Michael D. Braner, Title: Managing Member	07/02/2025
	/s/ Michael D. Braner	07/02/2025
	/s/ Anil Shrivastava	07/02/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Bolt Biotherapeutics (BOLT) disclose in this Form 4?

One director received 1,100 stock options at a $6.40 strike price; no shares were bought or sold.

When will the options granted to Director Laura Berner vest?

They vest on May 27 2026 or immediately before the next annual shareholder meeting, whichever comes first.

What is the expiration date of the reported stock options?

The options expire on May 26 2035.

How did Bolt’s recent 1-for-20 reverse split affect the option grant?

Share and price totals were adjusted from 22,000 options at $0.32 to 1,100 options at $6.40 post-split.

Did the filing indicate any insider buying or selling of common shares?

No. The Form 4 only records an option award; no common shares were transacted.