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AUDDIA INC. (AUUD) SEC Filings

AUUD NASDAQ

Auddia Inc. filings document a technology issuer built around AI-based audio identification and classification, along with the capital structure supporting its public-market status. Its SEC record includes 8-K reports on material agreements, public offerings, warrant terms, preferred-stock exchanges, executive compensation actions, shareholder votes, and amendments to its certificate of incorporation.

Registration statements and proxy materials describe common stock, pre-funded warrants, common warrants, reverse-stock-split authority, security-holder rights, governance procedures, and emerging growth company reporting status. The filings also include formal records tied to Nasdaq compliance matters, pro forma financial information, and other disclosure categories associated with corporate transactions and financing activity.

Rhea-AI Summary

Auddia Inc. (AUUD) canceled its special shareholder meeting, then scheduled for October 7, 2026, to vote on its proposed merger with Thramann Holdings, saying it wanted the vote to reflect the expanded LT350 opportunity. Approximately 89% of votes cast favored the merger, but favorable votes were below the required majority of outstanding common shares entitled to vote. Proxy advisors said they could not locate enough additional shareholders using the August 3, 2026 record date. Auddia expects to set a new record date and reschedule the meeting after a CEO shareholder letter later this week and additional announcements.

If completed, the merger would combine Auddia with Thramann Holdings subsidiaries LT350, Influence Healthcare and Voyex under the planned name McCarthy Finney Inc. LT350 is developing a distributed datacenter platform that places datacenter-grade GPU infrastructure in airspace over existing parking lots. LT350 says its solar parking-lot canopy platform is covered by 14 issued patents and 3 pending patent applications.

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Rhea-AI Summary

Auddia Inc. (AUUD) cancelled its special stockholder meeting, which had been adjourned to October 7, 2026, after proxy and ballot returns showed insufficient votes to approve the proposed merger. Approximately 89% of votes cast favored the proposal, but Auddia said Delaware law requires approval by a majority of outstanding common shares entitled to vote, and favorable votes received fell below that threshold.

Auddia expects to establish a new record date and reschedule the vote in the near future. The proposed merger would combine Auddia with LT350, Influence Healthcare and Voyex, three early-stage AI-native companies wholly owned by Thramann Holdings; the combined company would be named McCarthy Finney, subject to applicable approvals and listing requirements. Auddia said it would issue a CEO letter later that week with a 2026 progress update, including LT350 and its broader AI-infrastructure strategy. Auddia says LT350 has 14 issued patents and 3 pending patent applications covering its solar parking-lot canopy infrastructure platform.

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Rhea-AI Summary

Auddia Inc. adjourned its September 23, 2026 special meeting to October 7, 2026 at 11:30 a.m. Eastern Time after proxies received before the meeting did not provide enough votes to approve its proposed business combination with Thramann Holdings. The merger proposal was not put to a vote; the meeting was adjourned to allow Auddia to solicit additional proxies.

A total of 2,654,364 shares was represented virtually or by proxy. The adjournment received 2,238,335 votes in favor, 343,919 against and 72,110 abstentions. Only stockholders of record at the close of business on August 3, 2026 may vote when the meeting reconvenes, and Auddia said the proposals were unchanged. The company's press release reported approximately 88% of shares casting votes to date on the merger proposal in favor; it also stated that completion requires votes in favor from a majority of all outstanding Auddia shares. If completed, the transaction would combine Auddia with Thramann Holdings' LT350, Influence Healthcare and Voyex businesses and form McCarthy Finney Inc.

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Rhea-AI Summary

Auddia Inc. adjourned its special stockholder meeting to October 7, 2026, at 11:30 a.m. Eastern Time, while votes continue on its proposed merger with Thramann Holdings. Approximately 88% of Auddia shares casting votes to date on the merger proposal were in favor. Auddia said the transaction can be completed only after a majority of all outstanding Auddia shares vote for the merger, and that it remains short because not enough stockholders have voted.

If completed, the merger would combine Auddia with three early-stage, AI-native operating companies wholly owned by Thramann Holdings: LT350, Influence Healthcare and Voyex. The combined company would be renamed McCarthy Finney Inc. and is expected to trade as MCFN, subject to applicable approvals and listing requirements.

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Rhea-AI Summary

AUDDIA INC. is asking stockholders to approve a proposed merger with Thramann Holdings that would create an AI-focused holding company named McCarthy Finney, expected to trade on Nasdaq under the ticker MCFN. The combined platform would include four businesses: LT350 (distributed AI datacenters using a patented solar-canopy platform), Influence Healthcare (AI and blockchain for value-based care), Voyex (agentic AI with an integrated fintech travel platform), and Auddia’s existing AI-driven audio business.

The special meeting to vote on the merger is scheduled for September 23, 2026, and approval requires an affirmative vote of a majority of all outstanding Auddia common shares, so non-votes effectively count against the transaction. The company highlights that regulatory milestones have been cleared but notes numerous risks and conditions, including stockholder approval, required financing, continued Nasdaq listing, and other closing conditions, as detailed in the Form S-4 and proxy statement/prospectus filed with the SEC.

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Auddia Inc. (AUUD) filed an 8‑K providing historical financials for Thramann Holdings LLC and detailed unaudited pro forma financials for the planned business combination to be effected through McCarthy Finney. Thramann will be the accounting acquirer in a reverse recapitalization under ASC 805.

Thramann is pre‑revenue and reported a net loss of $422,498 for the six months ended June 30, 2026, with a going‑concern warning. Total assets were $2.72 million, largely intangible assets and a patent bought via $1.79 million non‑interest‑bearing consideration payable. Auddia and affiliates have provided up to $1.4 million in 8% bridge notes to Thramann entities.

The merger is structured so Auddia shareholders are expected to own about 20% of the combined company at closing and entities affiliated with Jeff Thramann about 80%, subject to Auddia’s net cash. Auddia plans a $2.55 million equity financing, and closing requires at least $12 million net cash. On a pro forma basis at June 30, 2026, the combined company shows $11.9 million cash, equity of $9.5 million and a pro forma net loss of $6.18 million for the first half of 2026.

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Auddia Inc., an AI-focused audio technology company, reported minimal revenue and continued losses for the quarter and six months ended June 30, 2026. Revenue was $7,584 for both the quarter and year-to-date, primarily from the Discovr Radio platform. Operating expenses reached $3.0 million for the quarter and $5.3 million year-to-date, driven by higher sales and marketing, general and administrative, and $0.9 million of restructuring costs tied largely to a pending reverse merger transaction.

The company posted a quarterly net loss of $2.98 million and a year-to-date net loss of $5.26 million, increasing its accumulated deficit to $102.6 million. Auddia strengthened its balance sheet through an April 2026 equity and warrant financing, lifting cash and cash equivalents to $9.56 million and total assets to $11.54 million versus $5.20 million at December 31, 2025. Management expects current cash to fund operations only into the second quarter of 2027 and explicitly states that recurring losses and the need for additional financing raise substantial doubt about the company’s ability to continue as a going concern, even as it pursues a proposed business combination with Thramann Holdings.

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Auddia Inc. plans a stock-for-stock merger into a new holding company, McCarthy Finney, Inc. (“Holdco”), alongside Thramann Holdings, LLC. Each share of Auddia Common Stock will be converted into one share of Holdco Common Stock, and each share of Auddia Series C Preferred Stock will convert into one share of Holdco Series C Preferred Stock.

Concurrently, Thramann Holdings’ membership interests will be exchanged for Holdco Special Preferred Stock and $3.5 million of Holdco Notes. Immediately after closing, Auddia securityholders are expected to own about 20% of the economic interests of Holdco, while Jeffrey Thramann will control 80% of the voting power through Holdco Special Preferred Stock, making Holdco a Nasdaq “controlled company.” Holdco intends to list its common stock on the Nasdaq Capital Market under the symbol “MCFN,” subject to approval. Auddia’s board, following a special committee process and a fairness opinion from Houlihan Capital, unanimously recommends stockholders vote FOR the merger and related proposals at the September 23, 2026 virtual special meeting.

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Auddia Inc. describes a pending merger under which Auddia and four AI-focused target companies controlled by Thramann Holdings would become subsidiaries of McCarthy Finney, which will become a publicly traded holding company and whose common stock would trade under ticker MCFN. Stockholders are expected to vote on the merger at a special meeting in late August 2026.

To fund these target companies while the merger is pending, Auddia approved senior unsecured bridge notes of up to $360,000 for Thramann Holdings, $400,000 for LT350, $590,000 for Influence Healthcare, and $50,000 for Voyex, bearing 8.0% annual interest, compounded annually. The notes were reviewed and approved by a special committee of independent and disinterested directors and the Audit Committee, and no further amounts will be funded if the merger agreement is terminated. Notes generally mature on the earlier of two years after any merger termination or a change of control, with a 50% principal premium on change-of-control events for LT350, Influence and Voyex. LT350, Influence, and Voyex notes may convert at a 20% discount in a qualified equity financing of at least $3,000,000, $2,000,000, and $1,000,000, respectively, while the Thramann Holdings note is not convertible. Funds advanced under the notes will be counted toward Auddia’s $12,000,000 minimum net cash condition required at merger closing.

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Auddia Inc. filed a Current Report disclosing the acquisition-related financial disclosures for Thramann Holdings, LLC and attached unaudited combined financial statements and pro forma combined financial information.

The filing states that unaudited combined financial statements of Thramann Holdings, LLC as of March 31, 2026 and December 31, 2025, and pro forma combined financial information of Auddia Inc. and Thramann Holdings, LLC as of March 31, 2026 are included as Exhibit 99.1 and Exhibit 99.2, respectively, and are incorporated by reference. The report is provided under Item 9.01 (Financial Statements and Exhibits).

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FAQ

How many AUDDIA (AUUD) SEC filings are available on StockTitan?

StockTitan tracks 38 SEC filings for AUDDIA (AUUD), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for AUDDIA (AUUD)?

The most recent SEC filing for AUDDIA (AUUD) was filed on October 6, 2026.