LivePerson director exchanges 18,666 shares in merger

A LivePerson director surrendered 18,666 shares to the issuer in connection with a merger, converting each cancelled share into 0.4673 shares of the parent’s Class A stock.

Rhea-AI Filing Summary

LIVEPERSON INC (LPSN) director Dan Fletcher reported a disposition of 18,666 shares of LivePerson common stock on September 4, 2026 in a transaction classified as a disposition to the issuer, leaving him with no LivePerson shares directly owned after the transaction.

According to the merger terms, LivePerson was merged into subsidiaries of a parent company, with LivePerson continuing as the surviving corporation as an indirect wholly owned subsidiary. Each share of LivePerson common stock was cancelled and converted into the right to receive 0.4673 shares of the parent’s Class A common stock as per the Amended and Restated Merger Agreement, and the reported share number reflects LivePerson’s 1-for-15 reverse stock split effected October 13, 2025. No Rule 10b5-1 trading plan is reported for this transaction.

Insider Trade Summary

Disposition: 18,666 shares

Disposition 1 txn

Insider Fletcher Dan

Role Director

Type	Security	Shares	Price	Value
Disposition	Common Stock F1, F2, F3	18,666	--	--

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

Footnotes (3)

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.
3. F3. This number reflects the Issuer's 1-for-15 reverse stock split effected October 13, 2025.

Key Figures

Shares disposed: 18,666 shares Shares held after transaction: 0 shares Per Share Merger Consideration ratio: 0.4673 shares of parent’s Class A common stock per share +2 more

5 metrics

Shares disposed 18,666 shares Disposition to issuer reported by director Dan Fletcher on September 4, 2026

Shares held after transaction 0 shares Direct ownership of LivePerson common stock following the reported disposition

Per Share Merger Consideration ratio 0.4673 shares of parent’s Class A common stock per share Each LivePerson common share cancelled and converted in the mergers

Reverse stock split ratio 1-for-15 LivePerson reverse stock split effected October 13, 2025, basis for reported share count

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

Key Terms

Disposition to issuer, Amended and Restated Merger Agreement, Per Share Merger Consideration, reverse stock split, +1 more

5 terms

Disposition to issuer financial

"the transaction is classified as a disposition to the issuer"

Amended and Restated Merger Agreement regulatory

"pursuant to the terms of the Amended and Restated Merger Agreement"

Per Share Merger Consideration financial

"converted into the right to receive 0.4673 shares of Parent's Class A common stock (the "Per Share Merger Consideration")"

reverse stock split financial

"This number reflects the Issuer's 1-for-15 reverse stock split effected"

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

surviving corporation regulatory

"with the Issuer continuing as the surviving corporation as an indirect wholly owned subsidiary"

The surviving corporation is the company entity that continues to exist after a merger, consolidation, or similar reorganization; it absorbs the assets, liabilities, contracts, and business of the combining firms and remains on the legal books while the other entities cease to exist. For investors, it matters because ownership, shareholder rights, outstanding securities, and regulatory or listing obligations move into that single continuing company—think of it as the ship that all passengers board after two boats are joined together.

FAQ

What transaction did LivePerson (LPSN) director Dan Fletcher report on this Form 4?

He reported a disposition to the issuer of 18,666 shares of LivePerson common stock on September 4, 2026, in connection with the closing of the mergers described in the Amended and Restated Merger Agreement.

How many LivePerson (LPSN) shares does Dan Fletcher hold after this transaction?

After the reported disposition of 18,666 shares, the filing shows that Dan Fletcher directly holds 0 shares of LivePerson common stock.

What did LivePerson (LPSN) shareholders receive in the merger mentioned in the Form 4?

In the mergers, each share of LivePerson common stock was cancelled and converted into the right to receive 0.4673 fully paid and nonassessable shares of the parent company’s Class A common stock, subject to the terms and conditions of the Merger Agreement.

What structural change occurred to LivePerson (LPSN) in connection with this Form 4 event?

Merger subsidiaries of a parent company merged with and into LivePerson on September 4, 2026, and LivePerson continued as the surviving corporation and became an indirect wholly owned subsidiary of the parent.

How does the 1-for-15 reverse stock split affect the LivePerson (LPSN) share numbers reported?

A footnote states that the 18,666 shares reported reflect LivePerson’s 1-for-15 reverse stock split that was effected on October 13, 2025, meaning the share count is presented on a post-split basis.

Was the LivePerson (LPSN) Form 4 transaction executed under a Rule 10b5-1 plan?

No. The Form 4 indicates the Rule 10b5-1 checkbox is not marked, and the footnotes do not describe the transaction as being made under a Rule 10b5-1 trading plan.

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Available on EDGAR 09/04/2026 - 04:04 PM Accepted by SEC EDGAR 09/04/2026 - 04:03 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^*

Fletcher Dan

(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		18,666	D	(1)(2)	0(3)	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.

3. This number reflects the Issuer's 1-for-15 reverse stock split effected October 13, 2025.

Remarks:

	/s/ Monica L. Greenberg, Attorney-in-Fact for Dan Fletcher	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)