LivePerson director exits 22,196 shares in merger

A LivePerson director’s remaining shares were cancelled and converted into stock of the acquirer when the merger closed.

Rhea-AI Filing Summary

LIVEPERSON INC (LPSN) reports that director James R. Miller disposed of 22,196 shares of LivePerson common stock on September 4, 2026 in a disposition to the issuer in connection with the closing of a merger. Each LivePerson share was cancelled and converted into the right to receive 0.4673 shares of Class A common stock of the acquirer under the Amended and Restated Merger Agreement, leaving Miller with no directly held LivePerson shares after the transaction.

Insider Trade Summary

Disposition: 22,196 shares

Disposition 1 txn

Insider Miller James R.

Role Director

Type	Security	Shares	Price	Value
Disposition	Common Stock F1, F2	22,196	--	--

Holdings After Transaction: Common Stock — 0 shares (Direct)

Footnotes (2)

1. F1. On September 4, 2026, pursuant to the terms of the Amended and Restated Merger Agreement, dated as of July 2, 2026 (the "Merger Agreement"), by and among the Issuer, SoundHound AI, Inc., a Delaware corporation (the "Parent"), Lightspeed Merger Sub Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent ("Merger Sub"), and Lightspeed Merger Sub II Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent ("Merger Sub II"), Merger Sub merged with and into the Issuer and immediately thereafter, Merger Sub II merged with and into the Issuer, with the Issuer continuing as the surviving corporation as an indirect wholly owned subsidiary of Parent (the "Mergers").
2. F2. In connection with the Mergers, each share of Issuer common stock was cancelled and converted into the right to receive 0.4673 fully paid and nonassessable shares of Parent's Class A common stock (the "Per Share Merger Consideration"), subject to the terms and conditions of the Merger Agreement.

Key Figures

Shares disposed: 22,196 shares Post-transaction direct holdings: 0 shares Per Share Merger Consideration ratio: 0.4673 shares +1 more

4 metrics

Shares disposed 22,196 shares Common stock disposed of on September 4, 2026 in connection with the merger

Post-transaction direct holdings 0 shares James R. Miller’s directly held LivePerson common shares after the disposition

Per Share Merger Consideration ratio 0.4673 shares Each LivePerson common share converted into 0.4673 shares of the acquirer’s Class A common stock

Transaction date September 4, 2026 Effective date of the disposition to the issuer and completion of the mergers

Key Terms

Amended and Restated Merger Agreement, Per Share Merger Consideration, Class A common stock, indirect wholly owned subsidiary, +1 more

5 terms

Amended and Restated Merger Agreement regulatory

"pursuant to the terms of the Amended and Restated Merger Agreement, dated as of July 2, 2026"

Per Share Merger Consideration financial

"converted into the right to receive 0.4673 fully paid and nonassessable shares of Parent's Class A common stock"

Class A common stock financial

"the right to receive 0.4673 fully paid and nonassessable shares of Parent's Class A common stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

indirect wholly owned subsidiary financial

"Lightspeed Merger Sub Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent"

Mergers regulatory

"with the Issuer continuing as the surviving corporation as an indirect wholly owned subsidiary of Parent (the "Mergers")"

A merger is when two companies join to form a single business, combining their assets, operations and leadership much like two households moving into one home to share resources and cut duplicate costs. For investors, mergers matter because they can change a company's future profits and risk: successful mergers may boost growth and lower costs, while failed integrations can hurt earnings, alter share counts and shift stock prices.

FAQ

What insider transaction did LivePerson (LPSN) report for James R. Miller?

LivePerson reported that director James R. Miller disposed of 22,196 shares of LivePerson common stock on September 4, 2026 in a disposition to the issuer tied to the closing of the merger described in the Amended and Restated Merger Agreement.

How many LivePerson (LPSN) shares does James R. Miller hold after this Form 4 transaction?

After the reported transaction, James R. Miller holds 0 shares of LivePerson common stock directly, as the 22,196 shares were disposed of in connection with the issuer’s merger and cancellation of shares.

What consideration did LivePerson (LPSN) shareholders receive in the merger noted in this Form 4?

In connection with the mergers, each share of LivePerson common stock was cancelled and converted into the right to receive 0.4673 shares of the acquirer’s Class A common stock as the Per Share Merger Consideration, subject to the terms and conditions of the Amended and Restated Merger Agreement.

Was James R. Miller’s LivePerson (LPSN) transaction under a Rule 10b5-1 trading plan?

The filing indicates the Rule 10b5-1 checkbox is not affirmed, and the footnotes describe the transaction as occurring in connection with the mergers under the Amended and Restated Merger Agreement rather than under a trading plan.

What corporate event triggered the disposition of James R. Miller’s LivePerson (LPSN) shares?

On September 4, 2026, merger subsidiaries of the acquirer merged with and into LivePerson, with LivePerson continuing as an indirect wholly owned subsidiary. In connection with these Mergers, each LivePerson share was cancelled and converted into the Per Share Merger Consideration.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 09/04/2026 - 04:04 PM Accepted by SEC EDGAR 09/04/2026 - 04:04 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Miller James R.

(Last) (First) (Middle)

C/O LIVEPERSON, INC.

530 7TH AVE, FLOOR M1

(Street)

NEW YORK NEW YORK 10018

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
LIVEPERSON INC [ LPSN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/04/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/04/2026		D		22,196	D	(1)(2)	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On September 4, 2026, pursuant to the terms of the Amended and Restated Merger Agreement, dated as of July 2, 2026 (the "Merger Agreement"), by and among the Issuer, SoundHound AI, Inc., a Delaware corporation (the "Parent"), Lightspeed Merger Sub Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent ("Merger Sub"), and Lightspeed Merger Sub II Inc., a Delaware corporation and an indirect wholly owned subsidiary of Parent ("Merger Sub II"), Merger Sub merged with and into the Issuer and immediately thereafter, Merger Sub II merged with and into the Issuer, with the Issuer continuing as the surviving corporation as an indirect wholly owned subsidiary of Parent (the "Mergers").

2. In connection with the Mergers, each share of Issuer common stock was cancelled and converted into the right to receive 0.4673 fully paid and nonassessable shares of Parent's Class A common stock (the "Per Share Merger Consideration"), subject to the terms and conditions of the Merger Agreement.

Remarks:

	/s/ Monica Greenberg, Attorney-in-Fact for James R. Miller	09/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)