UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On June 17, 2024, MultiSensor AI Holdings, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, a total of 8,384,230 shares of common stock were present in person or by remote communication or represented by proxy at the meeting, representing approximately 61.58% of the Company’s outstanding common stock as of the April 24, 2024 record date. The following are the voting results for the proposals considered and voted upon at the Annual Meeting, each of which were described in the Company’s definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 29, 2024.
Item 1 — Election of Margaret Chu, Stuart V. Flavin III, David Gow, Petros Kitsos, Reid Ryan and Steven Winch as directors to hold office until the Company’s annual meeting of stockholders to be held in 2025 and until their respective successors have been duly elected and qualified.
NOMINEE | Votes FOR | Votes WITHHELD |
Broker Non-Votes | ||||||
Margaret Chu | 7,412,101 | 1,324 | 970,805 | ||||||
Stuart V. Flavin III | 7,412,073 | 1,352 | 970,805 | ||||||
David Gow | 7,412,089 | 1,336 | 970,805 | ||||||
Petros Kitsos | 7,412,095 | 1,330 | 970,805 | ||||||
Reid Ryan | 7,404,127 | 9,298 | 970,805 | ||||||
Steven Winch | 7,412,089 | 1,336 | 970,805 |
Item 2 — Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2024.
Votes FOR | Votes AGAINST | Votes ABSTAINED | Broker Non-Votes | |||||
8,383,787 | 405 | 38 | 0 |
Item 3 — Approval, for purposes of complying with Nasdaq listing Rule 5635(d), of the issuance of the maximum number of shares of common stock issuable by the Company pursuant to its equity line of credit with B. Riley Principal Capital II, LLC.
Votes FOR | Votes AGAINST | Votes ABSTAINED | Broker Non-Votes | |||||
7,303,967 | 7,660 | 101,798 | 970,805 |
Item 4 — Approval of an adjournment of the Annual Meeting, if necessary, to solicit additional proxies if there are not sufficient votes at the time of the Annual Meeting to approve Proposal No. 3.
Votes FOR | Votes AGAINST | Votes ABSTAINED | Broker Non-Votes | |||||
7,405,032 | 7,965 | 428 | 970,805 |
Based on the foregoing votes, the director nominees were elected and each of Items 2, 3 and 4 were approved.
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.
MULTISENSOR AI HOLDINGS, INC. | ||||||
Date: June 17, 2024 | By: |
/s/ Peter Baird | ||||
Peter Baird | ||||||
Chief Financial Officer |