Ayrton Capital LLC, Alto Opportunity Master Fund SPC, and Waqas Khatri filed Amendment No. 2 to a Schedule 13G with the SEC on November 12, 2026, disclosing beneficial ownership of 159,448 shares of MultiSensor AI Holdings, Inc. common stock as of September 30, 2026.

Key Highlights

  • Three reporting persons: Ayrton Capital LLC (Delaware), Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B (Cayman Islands), and Waqas Khatri (United States) each report the same 159,448 shares beneficially owned.
  • Ownership percentage: Each reporting person represents 6.74% of the class, based on 2,205,648 shares of common stock outstanding as of August 10, 2026, plus 159,448 warrant-issuable shares.
  • Warrant-based position: The 159,448 shares reported represent common stock issuable upon exercise of certain warrants held by the reporting persons, subject to a 9.99% beneficial ownership blocker.
  • Sole voting and dispositive power: Each reporting person holds sole voting power and sole dispositive power over all 159,448 shares, with zero shared voting or dispositive power reported.
  • Event date: The date of the event requiring this filing is September 30, 2026, with the amendment signed and filed on November 12, 2026.
  • Relationship among filers: Alto Opportunity Master Fund is described as a private investment vehicle managed by Ayrton Capital LLC, with Waqas Khatri serving as managing member of Ayrton Capital LLC.

Ayrton Capital and Waqas Khatri Disclose Warrant-Based Stake in MultiSensor AI

According to the filing, Ayrton Capital LLC, Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B, and Waqas Khatri collectively submitted Amendment No. 2 to Schedule 13G covering common stock, par value $0.0001 per share, of MultiSensor AI Holdings, Inc. (CUSIP 456948207). The issuer's principal executive offices are listed at 24 Greenway Plaza, Ste 1800, Houston, TX 77046. The filing does not identify an exchange and ticker symbol on the cover in the standard registered-securities table format, but the issuer is MultiSensor AI Holdings, Inc.

The filing discloses that the 159,448 shares reported by each of the three reporting persons represent common stock issuable upon exercise of warrants held by the reporting persons. The filing notes these shares are "subject to a 9.99% beneficial ownership blocker." The percentage of class, 6.74% for each reporting person, was calculated using 2,205,648 shares of common stock outstanding as of August 10, 2026, as stated in the issuer's Form 10-Q filed on August 13, 2026, plus the 159,448 warrant-issuable shares. The filing states that holdings are reported as of September 30, 2026.

The filing describes the structural relationship among the three reporting persons: Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B is a Cayman Islands exempted company and a private investment vehicle, Ayrton Capital LLC serves as its investment manager, and Waqas Khatri serves as managing member of Ayrton Capital LLC. Khatri signed on behalf of all three entities. The certification included in the filing states the securities "were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer."

What Was Disclosed

Three affiliated reporting persons - Ayrton Capital LLC, Alto Opportunity Master Fund SPC, and Waqas Khatri - filed Amendment No. 2 to Schedule 13G disclosing 159,448 warrant-issuable shares of MultiSensor AI Holdings, Inc. common stock, equal to 6.74% of the class, as of September 30, 2026.