Liveperson Inc SEC Filings

LivePerson Inc. (LPSN) reported an insider stock sale by its Chief Executive Officer and director. On 11/14/2025, the reporting person sold 30,000 shares of LivePerson common stock in an open-market transaction coded "S" (sale) at a weighted average price of $5.263 per share, with individual trades executed between $5.11 and $5.475.

After this transaction, the insider beneficially owned 153,749 shares, held directly. This figure reflects the company’s 1-for-15 reverse stock split that took effect on October 13, 2025, and includes 133,333 unvested restricted stock units granted to the insider.

LivePerson, Inc. (LPSN) filed a Form 3 initial statement of beneficial ownership for a reporting person serving as a director. As of the event date of 11/07/2025, the filing states that no securities are beneficially owned. The form is filed on behalf of the reporting person by Monica L. Greenberg as attorney-in-fact, and indicates it is a single-person filing rather than a joint filing.

LivePerson (LPSN) appointed Nathan “Tripp” Lane to its Board as a Class II director effective November 7, 2025, with a term expiring at the 2026 Annual Meeting of Stockholders. He was nominated pursuant to the previously announced Exchange Agreement with former holders of the Company’s 0% Senior Convertible Notes due 2026, following the Company’s standard governance review. Committee assignments will be disclosed later. Lane will receive standard annual director fees and benefits and an initial equity grant under the Amended and Restated 2019 Stock Incentive Plan. The Company intends to enter into its standard director indemnification agreement with him.

LivePerson, Inc. reported Q3 2025 results marked by lower revenue but a swing to net income driven by a debt transaction. Revenue was $60.2 million versus $74.2 million a year ago, with hosted services at $51.2 million and professional services at $9.0 million. Loss from operations was $14.6 million, but a $27.7 million gain on troubled debt restructuring lifted net income to $8.7 million; basic EPS was $0.98.

Cash and cash equivalents were $106.7 million, and senior notes declined to $382.4 million from $527.1 million, reflecting a September 2025 exchange of $341.1 million of 2026 notes for $45.0 million cash, $115.0 million of 10.0% Second Lien Notes due 2029, 3,555,596 common shares, and 26,551 Series B preferred (plus 143,192 additional shares issued September 25). Total equity improved to $(22.1) million from $(67.3) million. Remaining performance obligations were $182.4 million, with 97% expected to be recognized over the next 24 months. A 1‑for‑15 reverse stock split was effected in October 2025.

LivePerson, Inc. (LPSN) furnished a press release announcing its results of operations and financial condition for the quarter ended September 30, 2025. The release was provided as Exhibit 99.1 to a Form 8-K under Item 2.02.

The company states this information is furnished, not filed under Section 18 of the Exchange Act and will not be incorporated by reference into other filings unless specifically stated. An Inline XBRL cover page was included as Exhibit 104.

LivePerson (LPSN): Initial Form 3 filed by director Ryan L. Vardeman as of 10/14/2025. He reports 44,422 shares of common stock, held indirectly. He also reports indirect ownership of 0% Convertible Senior Notes due 2026 convertible into 3,456 shares at a conversion/exercise price of $1,128.39. The filing notes indirect ownership through Palogic entities and includes a standard disclaimer of beneficial ownership except to the extent of pecuniary interest.

LivePerson, Inc. appointed Ryan L. Vardeman as a Class III director effective October 14, 2025, with a term expiring at the 2027 Annual Meeting of Stockholders. He was nominated pursuant to the previously announced Exchange Agreement with certain former holders of the Company’s 0% Senior Convertible Notes due 2026, following the Company’s standard governance processes.

The Company disclosed under Item 404(a) that Palogic Value Fund, LP—affiliated with Mr. Vardeman—participated as a Noteholder in the exchange and received approximately $1.3 million in cash, approximately $3.3 million principal amount of Second Lien Senior Subordinated Secured Notes due 2029, 1,592,984 shares (or 106,198 post‑reverse‑split) of common stock, and 762 shares of Series B Fixed Rate Convertible Perpetual Preferred Stock. Mr. Vardeman will receive standard director compensation and an initial equity grant under the Amended and Restated 2019 Stock Incentive Plan. A press release announcing the appointment is furnished as Exhibit 99.1.

LivePerson, Inc. stockholders approved a reverse stock split at a Special Meeting, and the Board set a 1-for-15 reverse split to be effective before market open on October 13, 2025. At the Effective Time every 15 issued and outstanding shares will be combined into one share, and the company will proportionately reduce authorized common shares from 300,000,000 to 20,000,000. The Company will adjust outstanding equity awards, warrants, convertible notes and plan share pools in proportion to the split terms; par value remains unchanged. No fractional shares will be issued; cash will be paid in lieu of fractional shares. Trading is expected to resume on Nasdaq under the existing symbol LPSN with a new CUSIP of 538146309.

LivePerson, Inc. stockholders approved an amendment to the Certificate of Incorporation to allow the Board to effect a reverse stock split of Common Stock at a ratio between 1-for-5 and 1-for-20, with the exact ratio to be set by the Board without further stockholder approval. The amendment also reduces the number of authorized shares of Common Stock in the same ratio when the reverse split is implemented. The vote occurred with 74,781,018 shares represented, and the record shows Series B Preferred Stock holders were entitled to 16,080,310 votes. The Board may implement the reverse split at any time before October 2, 2026.