MSAI on Nasdaq

MultiSensor AI Holdings, Inc.

MultiSensor AI Holdings, Inc. is an American optical instruments and lenses company based in Houston.1 Its shares trade on Nasdaq under the symbol MSAI.1

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Last updated Oct 21, 2026.

Overview

Compare with SYNTEC OPTICS HOLDINGS, INC., Optex Systems Holdings Inc or Camtek Ltd., or pick any stock.

  • TickerMSAI on Nasdaq1
  • IndustryOptical Instruments & Lenses1
  • HeadquartersHouston, Texas1
  • Incorporated inDE2
  • Business address24 Greenway Plaza, Ste 1800, Houston, Tx 770462
  • Filer categoryNon-accelerated filer, Smaller reporting company, Emerging growth company2
  • Legal formCorporation

We are focused on growing our position as a Software as a Service (“SaaS”) leader in predictive maintenance. As of December 31, 2025, we had approximately 730 active sensors connected to our software platform, MSAI Connect, as compared to approximately 460 as of December 31, 2024. This represents a 59% increase year over year. We anticipate significant opportunities to drive increased recurring revenues with our solutions.4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

-216.4%Operating margin5
-211.0%Net margin5
-25.0%Revenue growth, 20255
-36.6%Return on equity5

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Product brought in 58% of the revenue MultiSensor AI Holdings, Inc. broke down this way in fiscal 2025.

  1. Product$3.2M558%down 44% from 2024
  2. Technology Service$1.9M534%up 88% from 2024
  3. Ancillary Services$453.0K58%down 36% from 2024
Products and services by year
Products and services20242025
Product$5.7M$3.2M
Technology Service$1.0M$1.9M
Ancillary Services$705.0K$453.0K

Regions

United States brought in 68% of the revenue MultiSensor AI Holdings, Inc. broke down this way in fiscal 2025.

  1. United States$3.8M568%down 36% from 2024
  2. Outside the United States$1.8M532%up 14% from 2024
Regions by year
Regions20242025
United States$5.8M$3.8M
Outside the United States$1.6M$1.8M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Selling, general and admin100¢$11.5M
  • Income tax0¢$32.0K

Out of $5.6M in revenue.5 The company lost money this year.

Financial statements

Revenue675$5.6M in 2025−24% since 2022
0$2.0M$4.0M$6.0M$8.0M2022: $7.3M$7.3M20222023: $5.4M$5.4M2023−25%2024: $7.4M$7.4M2024+36%2025: $5.6M$5.6M2025−25%
Operating income675-$12.0M in 2025−0% since 2022
-$30.0M-$20.0M-$10.0M02022: -$12.0M-$12.0M20222023: -$21.5M-$21.5M2023+79%2024: -$18.9M-$18.9M2024−12%2025: -$12.0M-$12.0M2025−36%
Net income675-$11.7M in 2025−12% since 2022
-$30.0M-$20.0M-$10.0M02022: -$13.3M-$13.3M20222023: -$22.3M-$22.3M2023+68%2024: -$21.5M-$21.5M2024−3%2025: -$11.7M-$11.7M2025−46%

Every line of the income statement as filed: the last 2 fiscal years, latest first.5

Period ending2025-12-312024-12-31
Revenue, net$5.6M$7.4M
Cost of goods sold (exclusive of depreciation)$2.6M$2.6M
Inventory impairment$511.0K$2.3M
Selling, general and administrative$11.5M$15.7M
Share-based compensation expense$1.7M$3.4M
Depreciation$1.3M$1.1M
Loss (gain) on asset disposal-$33.0K$322.0K
Other loss$0$930.0K
Total operating expenses$14.4M$21.4M
Operating loss-$12.0M-$18.9M
Interest expense (income), net-$77.0K$63.0K
Change in fair value of convertible notes$0$475.0K
Change in fair value of warrants liabilities$0-$39.0K
Loss on financing transaction$0$1.6M
Other expense (income), net-$189.0K$1.0M
Total income (or loss) before income tax expense (or benefit)-$11.7M-$22.0M
Income tax expense (benefit)-$32.0K-$465.0K
Net loss-$11.7M-$21.5M
Basic (in shares)37.3M shares20.1M shares
Diluted (in shares)37.3M shares20.1M shares
Basic (in dollars per shares)-$0.31-$1.07
Diluted (in dollars per shares)-$0.31-$1.07

Compare MultiSensor AI Holdings, Inc. with another company

Corporate structure

MultiSensor AI Holdings, Inc. sits at the top of its group. 3 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of MultiSensor AI Holdings, Inc.

  • Ayrton Capital LLC Filed SCHEDULE 13G/A on MultiSensor AI Holdings, Inc., latest May 11, 2026 (2 filings since Feb 11, 2026)
  • 325 CAPITAL LLC Filed SCHEDULE 13D/A on MultiSensor AI Holdings, Inc., latest Dec 23, 2025 (7 filings since Jul 3, 2024)
  • Gary Eugene Strahan Filed SCHEDULE 13D/A on MultiSensor AI Holdings, Inc., latest Aug 1, 2025 (3 filings since Dec 22, 2023)
  • SANDERS MORRIS HARRIS LLC Filed SC 13G/A on MultiSensor AI Holdings, Inc., latest Jul 2, 2024 (2 filings since Jun 4, 2024)
  • PERISCOPE CAPITAL INC. Filed SC 13G/A on MultiSensor AI Holdings, Inc., latest Feb 9, 2024 (2 filings since Feb 13, 2023)
  • Jeffrey Eugene Guida Filed SC 13D on MultiSensor AI Holdings, Inc., latest Dec 28, 2023
  • Peter W. Baird Filed SC 13D on MultiSensor AI Holdings, Inc., latest Dec 22, 2023
  • SportsMap, LLC Filed SC 13D/A on MultiSensor AI Holdings, Inc., latest Dec 22, 2023 (3 filings since Nov 4, 2021)
  • Steven Winch Filed SC 13D on MultiSensor AI Holdings, Inc., latest Dec 22, 2023
  • Beryl Capital Management LLC Filed SC 13G/A on MultiSensor AI Holdings, Inc., latest Feb 13, 2023 (3 filings since Oct 29, 2021)
  • Barclays Filed SC 13G on MultiSensor AI Holdings, Inc., latest Feb 11, 2022
  • Space Summit Capital LLC Filed SC 13G/A on MultiSensor AI Holdings, Inc., latest Feb 2, 2022 (2 filings since Nov 15, 2021)
  • MultiSensor AI Holdings, Inc. Houston, Texas
    • MSAI Operating, Inc. Subsidiary · Delaware, United States
    • MultiSensor AI, Inc. Subsidiary · Texas, United States

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What MultiSensor AI Holdings, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$7.1M5 Dec 31, 2025$6.1M5 Dec 31, 2024+17.3%
Accumulated depreciation$3.0M5 Dec 31, 2025$2.1M5 Dec 31, 2024+44.3%
Property and equipment, net$4.1M5 Dec 31, 2025$4.0M5 Dec 31, 2024+3.1%
Operating-lease assets (leased space)$05 Dec 31, 2025$134.0K5 Dec 31, 2024−100.0%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$24.4M5 Dec 31, 2025$4.4M5 Dec 31, 2024+459.1%

Inventory

ItemLatestA year beforeChange
Inventory, total$4.0M5 Dec 31, 2025$4.2M5 Dec 31, 2024−3.8%

Properties, in its own words

Our corporate headquarters is located in Houston, Texas where we rent private office space in a co-working facility. Our office space is rented pursuant to a one-year agreement which expires on December 31, 2026. We also lease a facility, approximately 5,000 square feet, in Beaumont, Texas pursuant to a one-year agreement which expires December 31, 2026. Our Beaumont facility contains engineering, manufacturing, research and development and administrative personnel and stores most of our inventory.

We believe that our office and warehouse space is adequate for our current needs and, should we need additional space, we believe we will be able to obtain additional space on commercially reasonable terms. We expect to be able to extend both agreements prior to their expiration on commercially reasonable terms should the space continue to align with the Company’s location and office strategy.

Item 2 of the 10-K filed Mar 19, 2026.4

Leadership

Who has led MultiSensor AI Holdings, Inc., and when. Pick a name to see everywhere that person has worked.

Board members and other officers (12)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • Executive OfficerGary Strahan named Jul 10, 202428

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • MSAI Operating, Inc. Delaware3
  • MultiSensor AI, Inc. Texas3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Infrared Cameras Holdings, Inc.Dec 4, 2023 to Feb 9, 20242
  • Sportsmap Tech Acquisition Corp.Jul 22, 2021 to Dec 19, 20232

Timeline

  1. Aug 13, 20268-K Results of operations; Regulation FD disclosure29
  2. Jul 20, 20268-K Unregistered sale of shares; Executive or director change30
  3. Jun 18, 20268-K Executive or director change; Shareholder vote31
  4. May 13, 20268-K Results of operations32
  5. Apr 29, 20268-K Other events33
  6. Apr 21, 20268-K Unregistered sale of shares34
  7. Mar 19, 20268-K Results of operations35
  8. Mar 13, 20268-K Entered a material agreement36
  9. Feb 6, 20268-K Ended a material agreement37
  10. Dec 23, 20258-K Unregistered sale of shares; Shareholder vote38
  11. Nov 20, 20258-K Other events39
  12. Nov 13, 20258-K Results of operations40
  13. Jul 3, 2025New chief executive Asim Akram becomes CEO12
  14. Feb 7, 2025New chief executive Stuart Flavin V. becomes CEO11
  15. Oct 18, 2021New chief executive David Gow becomes CEO13

Calendar

Coming up

  1. Nov 12, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported $2 a share, on Nov 13, 2025.41

When it reported results

  1. Aug 13, 2026Reported quarterly or annual results29
  2. May 13, 2026Reported quarterly or annual results32
  3. Mar 19, 2026Reported quarterly or annual results35
  4. Nov 13, 2025Reported quarterly or annual results40
  5. Aug 13, 2025Reported quarterly or annual results42
  6. May 13, 2025Reported quarterly or annual results43
  7. Mar 28, 2025Reported quarterly or annual results44
  8. Nov 12, 2024Reported quarterly or annual results45

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

372 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 63 major events, 107 insider forms, 28 large holders, 2 private raises, 152 other. The latest 20:

  1. Oct 2, 20264 OWNERSHIP DOCUMENT EDGAR
  2. Oct 2, 20264 OWNERSHIP DOCUMENT EDGAR
  3. Oct 2, 20264 OWNERSHIP DOCUMENT EDGAR
  4. Oct 2, 20264 OWNERSHIP DOCUMENT EDGAR
  5. Oct 2, 20264 OWNERSHIP DOCUMENT EDGAR
  6. Aug 13, 202610-Q EDGAR
  7. Aug 13, 20268-K EDGAR
  8. Jul 20, 20264 OWNERSHIP DOCUMENT EDGAR
  9. Jul 20, 20268-K EDGAR
  10. Jul 20, 20264 OWNERSHIP DOCUMENT EDGAR
  11. Jul 2, 20264 OWNERSHIP DOCUMENT EDGAR
  12. Jul 2, 20264 OWNERSHIP DOCUMENT EDGAR
  13. Jul 2, 20264 OWNERSHIP DOCUMENT EDGAR
  14. Jul 2, 20264 OWNERSHIP DOCUMENT EDGAR
  15. Jul 2, 20264 OWNERSHIP DOCUMENT EDGAR
  16. Jun 18, 20268-K EDGAR
  17. Jun 9, 2026DEFA14A EDGAR
  18. May 13, 202610-Q EDGAR
  19. May 13, 20268-K EDGAR
  20. May 11, 2026SCHEDULE 13G/A EDGAR

The 372 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

13 open-market trades by officers, directors and large owners since October 2021: 1 buys and 12 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Jul 28, 2025Strahan Gary Eugene10% ownerSale42,775$0.78$33.4KForm 4
Jul 21, 2025Strahan Gary Eugene10% ownerSale89,265$0.75$66.9KForm 4
Jul 18, 2025Strahan Gary Eugene10% ownerSale34,959$0.75$26.2KForm 4
Jul 17, 2025Strahan Gary Eugene10% ownerSale363$0.81$294Form 4
Jul 7, 2025Strahan Gary Eugene10% ownerSale26,969$0.67$18.1KForm 4
Jun 23, 2025Strahan Gary Eugene10% ownerSale76,711$0.55$42.2KForm 4
Jun 20, 2025Strahan Gary Eugene10% ownerSale21,470$0.66$14.2KForm 4
Jun 12, 2025Strahan Gary Eugene10% ownerSale8,350$0.74$6.2KForm 4
Jun 10, 2025Strahan Gary Eugene10% ownerSale7,000$0.72$5.0KForm 4
Jun 9, 2025Strahan Gary Eugene10% ownerSale20,000$0.72$14.4KForm 4
Jun 4, 2025Strahan Gary Eugene10% ownerSale3,500$0.80$2.8KForm 4
Jun 3, 2025Strahan Gary Eugene10% ownerSale3,000$0.81$2.4KForm 4
Oct 21, 2021SportsMap, LLC10% ownerBuy540,000Form 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Robert Nadolny$250.0K$529.7K58
2025Asim Akram$163.3K$380.9K58
2025Stuart V. Flavin III$133.8K$279.5K58
2025Peter Baird$204.6K$232.9K58
2024Former Chief Commercial Officer$240.0K$1.7M58
2024Former Interim ChiefExecutive Officer and Former Interim President$75.0K$145.0K58

Money raised

Private offerings the company reported to the SEC on Form D.

  1. Oct 24, 2025Raised $14 million in a private offering of equity Form D: 32 investors so far Form D
  2. Jul 1, 2024Raised $15 million in a private offering of equity Form D: 5 investors so far Form D

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
325 Capital LLC662,244$3.5M0.8%New
Bleichroeder LP30,562$159.2K0.0%New
Vanguard Capital Management LLC21,622$112.7K0.0%New
Vanguard Fiduciary Trust Co5,870$30.6K0.0%New
Tower Research Capital LLC (TRC)1,756$9.1K0.0%New
Barclays PLC1,751$9.1K0.0%New
UBS Group AG1,316$6.9K0.0%New
SBI Securities Co., Ltd.265$1.4K0.0%−35,349
Chilton Capital Management LLC187$9750.0%New

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How MultiSensor AI Holdings, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARMultiSensor AI Holdings, Inc.1
  • CIK0001863990
  • Employer ID (EIN)86-39386824
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)3827 Optical Instruments & Lenses1
  • SEC reviewing officeOffice of Industrial Applications and Services, Division of Corporation Finance1
  • Business address24 Greenway Plaza, Ste 1800, Houston, TX 770461
  • Phone(866) 861-07881
  • Shares outstanding2,205,648 as of Aug 10, 20269
  • Public float$20.4M as of Jun 30, 20254
  • AuditorWEAVER AND TIDWELL, L.L.P., Austin, TX PCAOB ID 410; no auditor attestation of internal control over financial reporting4
  • On EDGAR sinceJul 22, 20211
  • Filings376 in all: 4 (90), 8-K (60), 424B3 (32), CORRESP (22), DEFA14A (17), 3 (16), UPLOAD (16), 10-Q (15)1
    All 41 form types

    EFFECT (9), S-1/A (8), PRER14A (7), SCHEDULE 13D/A (7), DEF 14A (6), S-1 (6), SC 13D (6), 10-K (5), 424B5 (5), NT 10-Q (5), SC 13G (5), SC 13G/A (5), PRE 14A (4), 144 (3), 8-K/A (3), S-3 (3), SC 13D/A (3), ARS (2), D (2), 25-NSE (1), 4/A (1), 424B4 (1), 8-A12B (1), CERT (1), DEFM14A (1), DRS (1), NT 10-K (1), POS EX (1), PREM14A (1), S-3/A (1), S-8 (1), SCHEDULE 13G (1), SCHEDULE 13G/A (1)

  • Latest filingsAnnual report (10-K) Mar 19, 2026
    Quarterly report (10-Q) Aug 13, 2026
    Proxy statement (DEF 14A) Apr 24, 2026
    Latest 8-K (8-K) Aug 13, 2026

Securities registered for trading

ClassSymbolExchange
Common stock, $0.0001 par value per shareMSAINasdaq
Warrants to purchase common stockMSAIWNasdaq

From the cover page of the 10-K filed Mar 19, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks MultiSensor AI Holdings, Inc. names in Item 1A of its 10-K filed Mar 19, 2026: 72 risks under these headings, as written.4

  • Risks Related to Our Business and Industry
  • We have a history of losses or low income and may continue to incur losses or limited income in the future.
  • If we fail to successfully manage the expansion of our SaaS capabilities and offerings, our business and financial results could be adversely affected.
  • We have a limited operating history providing SaaS solutions, which makes it difficult to evaluate our future prospects and the risks and challenges we may encounter.
  • If our products are not adopted in our targeted end markets, our business will be materially and adversely affected.
  • We expect to incur substantial research and development costs and devote significant resources to developing and commercializing new products, which could significantly affect our ability to become profitable and may never result in revenue. Any delay or interruption of the development and commercialization of new products may adversely affect our existing business and prospects for winning future business.
  • Since many of the markets in which we compete are new and rapidly evolving, it is difficult to forecast long-term end-customer adoption rates and demand for our products.
  • Our estimate of TAM is subject to numerous uncertainties. If we have overestimated the size of our TAM or do so in the future, our future growth rate may be limited.
  • Product liability claims, product recalls and field service actions could have a material adverse effect on our reputation, business, results of operations and financial condition.
  • Our revenue and margins could be adversely affected if we fail to maintain competitive average selling prices or high sales volumes, or if we fail to reduce product costs.
  • Our inability to prevent service disruptions and ensure network uptime could lead to significant costs and could harm our business reputation and have a material and adverse effect on our business, financial condition and results of operations.
  • We rely upon third-party providers of cloud-based infrastructure to support our software solutions. Any disruption in the operations of these third-party providers, limitations on capacity, or interference with our use could adversely affect our business, financial condition, and results of operations.
The other 61 risks
  • We face risks related to sales through distributors and other third parties which could harm our business.
  • The period of time from initiating dialogue with potential customers to implementation (sales cycle) is long, and we are subject to the risks of cancellation or postponement of the contract or unsuccessful implementation.
  • Our manufacturing business model and use of contract manufacturers may not be successful, which could harm our ability to deliver products and recognize revenue.
  • We operate in a competitive landscape against market participants that may have substantially greater resources than us and against known and unknown market entrants who may disrupt our target markets.
  • We, our contract manufacturers and our suppliers may rely on complex machinery for production, which involves a significant degree of risk and uncertainty in terms of operational performance and costs.
  • If we do not maintain the correct level of inventory or if we do not adequately manage our inventory, we could lose sales or incur higher inventory-related expenses, which could negatively affect our operating results.
  • We maintain cash and cash equivalents at a limited number of financial institutions, and our balances may exceed applicable deposit insurance limits; adverse developments affecting these institutions could impair access to our funds, disrupt our operations, and negatively impact our results.
  • Risks Related to Our Growth Strategy
  • We may need to raise additional capital in the future in order to execute our business plan, which may not be available on terms acceptable to us, or at all.
  • We create innovative technology by designing and developing unique hardware and software solutions. A failure to achieve scale may affect our ability to sell at competitive prices, limit our customer base or lead to losses.
  • If we are not able to effectively grow our sales and marketing organization, or maintain or grow an effective network of distributors, our business prospects, results of operations and financial condition could be adversely affected.
  • If we engage in acquisitions to grow our business, we will incur a variety of costs and may potentially face numerous risks that could adversely affect our business and operations.
  • We may not optimally manage our lines of business or product lines.
  • Risks Related to Our Customers and Suppliers
  • The loss of large customers could result in a material adverse effect to our financial results.
  • Certain of our commercial contracts with our customers, agreements with suppliers or co-development agreements with partners could be terminated or may not materialize into long-term contract partnership arrangements.
  • We are exposed to credit risk on our trade accounts receivables, supplier non-trade receivables, prepayments to manufacturers and SaaS subscription agreements, and this risk is heightened during periods when economic conditions worsen.
  • We may not be able to anticipate changing customer and consumer preferences or respond quickly enough to changes in technology and standards to be able to develop and introduce commercially viable products.
  • We currently target many customers that are large corporations with substantial negotiating power and exacting product standards.
  • Our suppliers could raise prices on key components, which may adversely affect our profitability.
  • Key components in our products come from limited or single source third party suppliers. Interruptions in our relationships with these third parties could adversely impact our business.
  • Risks Related to Our Products
  • Components used in our sensors may fail as a result of manufacturing, design or other defects over which we have no control and render our devices permanently inoperable.
  • Real or perceived false positive alerts or failure or perceived failure to generate alerts for actual threats or hazards, including fires or fire risks, electrical hazards, liquid leaks or machinery threats or failures, could adversely affect our customers and their operations, damage our brand and reputation and adversely affect our growth prospects and results of operations.
  • Product integration could face complications or unpredictable difficulties, which may adversely impact customer adoption of our products and our financial performance.
  • The complexity of our products could result in unforeseen delays or expenses from undetected defects, errors or reliability issues in hardware or software that could reduce the market adoption of our new products, damage our reputation with current or prospective customers, expose us to product liability and other claims and adversely affect our operating costs.
  • The markets in which we compete are characterized by technological change, which requires us to continue to develop new products and product innovations and could adversely affect market adoption of our products.
  • We may incur significant direct or indirect liabilities in connection with our product warranties which could adversely affect our business and operating results.
  • Risks Related to Our Financial Statements and Accounting
  • If we fail to maintain an effective system of internal controls, our ability to produce timely and accurate financial statements or comply with applicable regulations could be adversely affected.
  • We are exposed to the risk of write-downs on the value of our inventory and other assets, in addition to purchase commitment cancellation risk.
  • Our ability to use our net operating loss carryforwards and certain other tax attributes may be limited.
  • Unanticipated changes in effective tax rates or adverse outcomes resulting from examination of our income or other tax returns could adversely affect our financial condition and results of operations.
  • Risks Related to Our Intellectual Property, Information Technology and Cybersecurity
  • We are subject to cybersecurity risks to operational systems, security systems, infrastructure, firmware in our thermal infrared technology and customer data processed by us or third-party vendors or suppliers and any material failure, weakness, interruption, cyber event, incident or breach of security could prevent us from effectively operating our business.
  • Claims that we are infringing or misappropriating third-party intellectual property rights, whether successful or not, could subject us to costly and time-consuming litigation or expensive licenses, and adversely affect our business.
  • Interruption or failure of our information technology and communications systems could impact our ability to effectively provide our services.
  • Under certain of our agreements, we are required to provide indemnification in the event our technology is alleged to infringe upon the intellectual property rights of third parties.
  • We utilize third-party licensed software for use in our business, and the inability to maintain these licenses, errors in the software, or the terms of open-source licenses could result in increased costs or reduced service levels, which would adversely affect our business.
  • We rely on our unpatented proprietary technology, copyrights, trade secrets, proprietary processes and know-how.
  • We may be subject to damages resulting from claims that we or our employees have wrongfully used or disclosed alleged trade secrets of our employees’ former employers.
  • Risks Related to Our Use of Artificial Intelligence
  • Our use of AI poses specific risks related to intellectual property, including uncertainty concerning the degree and extent of protection warranted for intellectual property developed with AI.
  • We use AI Technologies in our business, and the development, use, and maintenance of these technologies involve technological and legal risk.
  • We develop products which are powered by AI Technologies, and dependence on and challenges in developing and maintaining such AI Technologies may adversely affect our operations and competitive position.
  • Our business may be affected by the evolving regulatory framework for AI Technologies.
  • Risks Related to Our Regulatory Compliance
  • If we fail to comply with the laws and regulations relating to the collection of sales tax and payment of income taxes in the various states in which we do business, we could be exposed to unexpected costs, expenses, penalties and fees as a result of our non-compliance, which could harm our business.
  • Our government contracting activities are subject to government contracting regulations, including increasingly complex regulations on cybersecurity, and our failure to comply with such laws and regulations could harm our operating results and prospects.
  • We are subject to U.S. anti-corruption and anti-money laundering laws. We can face criminal liability and other serious consequences for violations, which can harm our business.
  • Our products are frequently used in applications that are subject to evolving regulations and standards.
  • We are subject to, and must remain in compliance with, numerous laws and governmental regulations concerning the manufacturing, use, distribution and sale of our products. Some of our customers also require that we comply with their own unique requirements relating to these matters.
  • Failures, or perceived failures, to comply with privacy, data protection, and information security requirements in the variety of jurisdictions in which we operate may adversely impact our business, and such legal requirements are evolving, uncertain and may require improvements in, or changes to, our policies and operations.
  • We are subject to governmental export and import controls and economic sanctions laws and regulations. Our failure to comply with these laws and regulations could materially adversely affect our business, prospects, reputation, financial condition and results of operations.
  • Changes to trade policy, tariffs and import/export regulations may have a material adverse effect on our business, financial condition and results of operations.
  • Failing to comply with increasing environmental regulations, as well as the effects of potential environmental liabilities, could have a material adverse effect on our business, results of operations or financial condition.
  • Additional Risks Relating to Ownership of Our Securities
  • We have been notified by Nasdaq of our failure to comply with certain continued listing requirements. If we are unable to regain compliance with Nasdaq’s continued listing requirements, our Common Stock and Public Warrants (as defined below) could be delisted. If we are not able to maintain a listing on a national exchange for our securities, the trading market for our securities will be adversely affected.
  • Due to their ownership of our stock, our directors and executive officers may be able to control or exert substantial influence over all matters submitted to our stockholders for approval, including the election of directors and amendments of our organizational documents, and an approval right over any acquisition or liquidation of our company.
  • We incur significant costs as a result of operating as a public company, and our management devotes and will continue to devote substantial time to new compliance initiatives.
  • The price and trading volume of our securities may fluctuate dramatically.
  • We may redeem any unexpired SPAC Warrants prior to their exercise at a time that is disadvantageous to you, thereby making your warrants worthless.
  • A substantial number of warrants are exercisable for our Common Stock, which will increase the number of shares eligible for future resale in the public market and result in dilution to our stockholders.
  • Our outstanding warrants may not be in the money and they may expire before they are exercised. As a result, we may never receive proceeds from the exercise of our outstanding warrants.
  • Because there are no current plans to pay cash dividends on our Common Stock for the foreseeable future, you may not receive any return on investment unless you sell our Common Stock for a price greater than that which you paid for it.
  • The future exercise of registration rights may adversely affect the market price of our Common Stock.
  • We may issue additional shares of Common Stock or other equity securities without your approval, which would dilute your ownership interests and may depress the market price of our Common Stock.
  • Anti-takeover provisions in our certificate of incorporation and under Delaware law could make an acquisition of our Company, which may be beneficial to our stockholders, more difficult and may prevent attempts by its stockholders to replace or remove our current management.

Legal proceedings

From time to time, we may become involved in actions, claims, suits and other legal proceedings arising in the ordinary course of our business, including assertions by third parties relating to intellectual property infringement, breaches of contract or warranties or employment-related matters. We are not currently a party to any actions, claims, suits or other legal proceedings the outcome of which, if determined adversely to us, would individually or in the aggregate have a material adverse effect on our business, financial condition, and results of operations.

The opening of Item 3, Legal Proceedings.4

Sources

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