LivePerson's SEC filings document material events for an operating software company focused on conversational AI. Recent Form 8-K reports furnish quarterly results for the LivePerson business, including revenue, adjusted EBITDA commentary, customer activity and recurring-revenue measures tied to its enterprise and mid-market customer base.
The filings also record governance and capital-structure matters, including board appointments, committee assignments, charter amendments, authorized-share changes, reverse stock split actions, rights to purchase Series A Junior Participating Preferred Stock, and material-agreement references connected to prior convertible note matters.
LivePerson reported weaker second-quarter results for the period ended June 30, 2025, with revenue of $59.6 million, down from $79.9 million a year earlier, and six-month revenue of $124.3 million versus $165.0 million in 2024, reflecting a large year-over-year decline. The company recorded a net loss of $15.7 million for the quarter and a six-month net loss of $29.8 million, compared with net income of $41.8 million and $6.2 million in the comparable 2024 periods, when the prior year benefited from gains on debt extinguishment. Interest expense rose materially to $7.9 million for the quarter, driven by the company’s debt structure.
The balance sheet shows $162.0 million of cash, total assets of $604.2 million, and total liabilities of $686.6 million, producing negative stockholders’ equity of $82.4 million and an accumulated deficit of $1.021 billion. Convertible and other senior notes carry a combined carrying value of $537.9 million. Contracted remaining performance obligations totaled $197.2 million, with 96% expected to be recognized within 24 months. The filing discloses a post-period negotiated exchange agreement to restructure a large portion of 2026 notes into cash, 2029 second-lien notes and equity that could result in substantial dilution equal to up to 39% of fully diluted common stock upon closing.
LivePerson, Inc. furnished a Current Report announcing it issued a press release with results of operations and financial condition for the quarter ended June 30, 2025. The filing states the press release is included as Exhibit 99.1 and that the Interactive XBRL cover page is filed as Exhibit 104. The company expressly notes the information furnished under Item 2.02 is not to be deemed "filed" under the Exchange Act and will not be incorporated by reference into other filings unless specifically referenced. The report is signed on behalf of the registrant by John Collins, Chief Financial Officer and Chief Operating Officer.
LivePerson entered an exchange to replace approximately $341.1 million of its outstanding 0% Convertible Senior Notes due 2026 with a mix of cash, secured debt and equity that will materially change its capital structure. Under the agreement the company will pay $45.0 million in cash, issue $115.0 million aggregate principal of 10.0% Second Lien Senior Subordinated Secured Notes due December 15, 2029 (interest initially payable in-kind), and issue common stock and 90,000 shares of Series B Preferred Stock that, together with common equity issued at closing, will convert into an amount equal to 39.0% of fully diluted common stock as of closing.
The New Secured Notes bear 10.0% annual interest with 100% PIK through March 15, 2027, optional cash/PIK payments thereafter, and contain customary secured junior covenants and make-whole and fundamental change repurchase provisions. Series B Preferred Stock accrues a 15.0% regular dividend (rising to 20.0% after one year), votes on an as-converted basis and converts automatically if a stockholder-approved charter amendment increasing authorized common shares is adopted. The board also adopted bylaws reducing the quorum for special stockholder meetings to 33 1/3%. The company disclosed an internal year-end liquidity range of $92 million to $130 million for each fiscal year ending December 31, 2025–2029, exclusive of certain effects of the Exchange. Closing is expected prior to September 30, 2025, subject to closing conditions.
LivePerson, Inc. (LPSN) – Form 4 filing, 29 Jul 2025: CFO & COO John DeNeen Collins reported the automatic sale of 21,966 common shares on 28 Jul 2025 at $1.026 per share (Code “S”). The sale was executed by the issuer solely to cover the executive’s tax withholding obligation arising from the vesting of restricted stock units (RSUs).
Following the transaction, Collins’ aggregate beneficial stake is 1,269,485 shares, of which 1,179,248 are unvested RSUs. No derivative securities were transacted. Collins remains both CFO and COO and is still classified as a Section 16 insider.
The sale represents ~1.7 % of Collins’ total post-transaction holdings and does not appear to reflect discretionary portfolio rebalancing. Because the disposition was tax-related and the executive retains a significant equity position, the filing is generally viewed as administrative and low impact for long-term investors.
LivePerson, Inc. (LPSN) – Form 4 insider transaction
EVP, Policy & General Counsel Monica L. Greenberg reported an automatic sale (Code “S”) of 7,431 common shares on 28 Jul 2025 at an average price of $1.026 per share. According to Footnote 1, the shares were sold solely to cover taxes due upon vesting of restricted stock units.
After the sale, Greenberg still beneficially owns 699,270 shares, of which 558,749 are unvested RSUs (Footnote 2). Her ownership remains direct; no derivative transactions were reported.
The disposition amounts to roughly 1 % of her total holdings and appears routine rather than a discretionary reduction.
LivePerson Inc. (LPSN) Form 144 filing: An unnamed insider plans to sell 7,431 common shares through Fidelity Brokerage Services on or after 07/28/2025. The proposed sale is valued at approximately $7,620.49.
The shares equal about 0.008 % of the 93,849,817 shares outstanding and were obtained from restricted-stock vesting on 07/25/2025 as compensation. The filer reports no other sales in the past three months.
LivePerson Inc. (LPSN) – Form 3 Insider Filing
The company filed an Initial Statement of Beneficial Ownership on 07/07/2025 for newly appointed Chief Tech Product Officer Christopher Allen Mina. The filing establishes Mina’s baseline insider position under Section 16 reporting rules:
- Total beneficial ownership: 501,832 common shares held directly.
- Unvested equity: 500,000 of these shares are restricted stock units (RSUs) granted 01/15/2025; they vest 50% on 01/15/2026 and 50% on 01/15/2027.
- No derivative securities, purchases, or sales were reported.
- Event date triggering the filing: 06/25/2025, coinciding with Mina’s assumption of officer duties.
The disclosure does not signal any immediate transaction or capital change but aligns the new executive’s incentives with shareholder value ahead of future operational initiatives.