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LIVEPERSON INC (LPSN) SEC Filings

LPSN NASDAQ

Welcome to our dedicated page for LIVEPERSON SEC filings (Ticker: LPSN), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

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.

Rhea-AI Summary

LPSN shareholder John Collins filed a notice of proposed sale of common stock. The filing indicates an intention to sell 1,494 common shares of LPSN through Fidelity Brokerage Services LLC on or after July 28, 2026 on NASDAQ.

The shares to be sold relate to restricted stock vesting from the issuer on July 27, 2026 as compensation. Collins also reports that during the past three months, on May 18, 2026, 7,203 common shares were sold for $15,703.26.

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LivePerson, Inc. reports progress on its planned acquisition by SoundHound AI, Inc. under an Amended and Restated Merger Agreement. The structure involves a first merger of a SoundHound subsidiary into LivePerson, followed by a second merger, after which LivePerson will be an indirect wholly owned subsidiary of SoundHound.

All required foreign investment approvals for the mergers have now been obtained. Clearances were received from regulators in Italy and Canada on June 25, 2026, Germany on June 29, 2026, the United Kingdom on July 1, 2026, and Bulgaria on July 20, 2026. These approvals satisfy all regulatory approval conditions to closing. The mergers remain subject to other closing conditions, including approval by LivePerson stockholders.

The communication also reiterates extensive forward-looking statement and risk disclosures and directs investors to SoundHound’s Form S-4 registration statement and the related proxy statement/prospectus for detailed information about the proposed transaction.

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Rhea-AI Summary

LivePerson, Inc. reports that all required foreign investment approvals for its proposed two-step merger with SoundHound AI, Inc. have now been obtained. Approvals from Italy and Canada were received on June 25, 2026, Germany on June 29, 2026, the United Kingdom on July 1, 2026, and Bulgaria on July 20, 2026.

The completion of these reviews satisfies all regulatory approval conditions to closing the Mergers. The transaction remains subject to other closing conditions, including approval by LivePerson stockholders, after which Merger Sub I and Merger Sub II would each merge with LivePerson, leaving it as an indirect wholly owned subsidiary of SoundHound.

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Rhea-AI Summary

LivePerson describes the proposed acquisition by SoundHound AI and explains that many statements about timing, approvals, integration and expected benefits are forward-looking statements subject to significant risks and uncertainties. It lists potential risks, including failure to obtain shareholder or regulatory approvals, failure to complete related notes restructuring transactions, challenges integrating the two businesses, higher-than-expected transaction costs, reputational impacts, management distraction and possible legal proceedings.

The communication clarifies that it is not an offer or solicitation to buy or sell securities. It notes that SoundHound AI has filed a registration statement on Form S-4 containing a proxy statement/prospectus for LivePerson’s shareholders, dated July 9, 2026, and that mailing to shareholders began on or about that date. Investors are urged to read the Form S-4, the proxy statement/prospectus and related SEC filings, accessible free of charge via the SEC and company investor-relations websites, before making any voting or investment decisions.

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LivePerson, Inc. describes internal and external communications for its pending acquisition by SoundHound AI. The company has created a shareholder information microsite at www.voteliveperson.com and distributed a stockholder letter from John Sabino explaining the board’s rationale and voting process for the proposed transaction.

The message directs employees to route media inquiries to pr@liveperson.com and investor questions to ir-lp@liveperson.com rather than responding directly. It also explains that SoundHound AI filed a Form S-4 registration statement containing a joint proxy statement/prospectus dated July 9, 2026, which has been mailed to LivePerson stockholders and is available, along with related SEC filings, on both companies’ investor websites and the SEC’s site. Extensive forward‑looking statement and proxy solicitation disclosures outline that completion of the transaction is subject to shareholder approvals, regulatory clearances, a notes restructuring and other closing conditions, and that numerous risks could cause outcomes to differ from current expectations.

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LivePerson, Inc. describes the status and rationale of its pending acquisition by SoundHound AI, for which a special stockholder meeting is scheduled on August 20, 2026, with a record date of July 6, 2026. Most LivePerson stockholders will receive SoundHound common stock, with consideration that was valued at approximately $3.33 per LivePerson share at announcement on April 21, 2026, representing an approximate 22% premium to LivePerson’s 30‑day volume‑weighted average price.

The implied equity value of the deal is about $43 million, and LivePerson’s secured noteholders have agreed to a significant discount on approximately $350 million of secured notes, which the company states is necessary for any recovery by common shareholders. The exchange ratio is based on SoundHound’s 10‑day VWAP before closing, subject to a collar between $7.00 and $12.00 per SoundHound share.

LivePerson highlights challenging standalone prospects: FY2025 revenue of $243.7 million, down 22% year over year; FY2026 revenue guidance of $195–$207 million, a projected 15–20% decline; enterprise and mid‑market revenue retention of 78% for 2025; a FY2025 GAAP net loss of $67.2 million; and a stockholder deficit of −$51.5 million as of March 31, 2026. The board unanimously recommends voting FOR the merger, citing SoundHound’s stronger balance sheet and growth profile and the risk that LivePerson shareholders could receive no value absent the transaction.

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LivePerson, Inc. outlines extensive shareholder communications and details of its pending stock‑for‑stock acquisition by SoundHound AI, Inc. LivePerson stockholders (other than Tel Aviv Stock Exchange holders) are expected to receive SoundHound common stock, with consideration that was valued at approximately $3.33 per LivePerson share at announcement, implying about $43 million of equity value and a roughly 22% premium to the 30‑day volume‑weighted average price. The exact share ratio will be set using SoundHound’s 10‑day VWAP, subject to a $7.00–$12.00 collar; TASE holders receive cash expected to be substantially equivalent in per‑share value. A special meeting to approve the merger is scheduled for August 20, 2026, for holders of record on July 6, 2026, and unvoted shares effectively count as votes against.

The board explains its unanimous support for the deal against a backdrop of financial stress: 2025 revenue was $243.7 million, down 22% year‑over‑year, with 2026 revenue guided down a further 15%–20% to $195–$207 million. Enterprise and mid‑market revenue retention fell to 78% for 2025, GAAP net loss was $67.2 million, and stockholder deficit was ‑$51.5 million at March 31, 2026. LivePerson also carries about $350 million of secured notes, whose holders have agreed to a significant discount to facilitate equity value for shareholders. The board cites SoundHound’s Q1 2026 revenue of $44.2 million (52% growth), a stronger balance sheet and prior acquisition integrations as reasons the combined company could offer better long‑term prospects than LivePerson remaining independent under heavy debt and declining revenue.

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Rhea-AI Summary

LivePerson, Inc. has filed a definitive proxy statement with the SEC for its pending acquisition by SoundHound AI and set a special shareholder meeting for August 20, 2026 at 10:00 a.m. Eastern to vote on the transaction. The proxy statement/prospectus, part of SoundHound AI’s Form S-4 filed on July 9, 2026, provides detailed information for shareholders. LivePerson states that the combined company is expected to have broader AI capabilities and scale, and that the transaction is expected to retire all outstanding LivePerson debt and support long-term financial stability. The Board of Directors unanimously recommends voting “FOR” approval of the SoundHound transaction. The deal has not yet closed and remains subject to shareholder approval, regulatory approvals, completion of related notes restructuring transactions, and other customary conditions, with closing expected in the second half of 2026.

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LivePerson, Inc. proposes to merge into SoundHound AI in a two-step merger. Subject to stockholder approval, LivePerson shareholders (other than certain TASE-held shares) will receive a variable number of SoundHound shares per LivePerson share; TASE-held shares will receive cash per share.

The Closing Merger Consideration is derived from a fixed $42,784,532.64 Aggregate Consideration Amount divided by a SoundHound closing stock price bounded between $7.00 and $12.00, producing a Per Share Merger Consideration. The LivePerson special meeting is scheduled for August 20, 2026 (record date July 6, 2026); approval requires a majority of outstanding shares. The proxy recommends voting FOR the merger, a non-binding compensation advisory vote, and adjournment if needed.

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LivePerson provides an update on the proposed acquisition by SoundHound AI, outlining completed regulatory filings and next steps toward a shareholder vote and closing.

The communication states a draft Form S-4 has been filed by SoundHound AI and that LivePerson has launched planning for a shareholder meeting and voter materials. It notes remaining regulatory approvals, opening the shareholder voting period, and closing activities as upcoming steps. Employees are invited to submit questions; forward-looking statements and SEC filing references are included.

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FAQ

How many LIVEPERSON (LPSN) SEC filings are available on StockTitan?

StockTitan tracks 160 SEC filings for LIVEPERSON (LPSN), 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 LIVEPERSON (LPSN)?

The most recent SEC filing for LIVEPERSON (LPSN) was filed on July 28, 2026.