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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
Date
of report (Date of earliest event reported): September 16, 2025
SONDER
HOLDINGS INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
001-39907 |
85-2097088 |
(State
or other jurisdiction
of
incorporation) |
(Commission
File Number)
|
(I.R.S.
Employer Identification No.) |
| |
|
|
| |
|
|
| 447
Sutter St., Suite 405 #542 |
|
94108 |
| San Francisco, California |
|
(Zip
Code) |
| (Address
of principal executive offices) |
|
|
| |
|
|
(617)
300-0956
(Registrant’s
telephone number, including area code)
Not Applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
|
|
|
|
|
|
☐ |
Written
communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
|
|
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
|
|
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
|
|
|
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbols |
|
Name
of each exchange
on which registered |
| Common Stock, par value $0.0001 per
share |
|
SOND |
|
The Nasdaq Stock Market LLC |
| |
|
|
|
|
| Warrants, each 20 warrants exercisable for one share
of Common Stock at an exercise price of $230.00 per share |
|
SONDW |
|
The Nasdaq Stock Market LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
| Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers. |
The
second paragraph in Item 8.01 is hereby incorporated by reference.
Item
8.01 Other Events.
On
September 16, 2025, Sonder Holdings Inc. (the “the Company”) announced that management and the board of directors are
evaluating financing and other strategic alternatives in consultation with its financial advisor Moelis & Company LLC and outside
counsel.
On
September 16, 2025, the Company also announced that Martin Picard, the Chief Real Estate Officer of Company, had notified the Company
that he would resign from his position, effective September 16, 2025. Mr. Picard is resigning in connection with plans to participate
with certain investors to potentially bid on the Company as the Company continues to explore financing and other strategic alternatives.
On an interim basis, Janice Sears, our interim Chief Executive Officer, will oversee operations, during which time certain senior operations
executives will report directly to Ms. Sears.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
|
|
|
|
|
|
|
|
|
Exhibit
No. |
|
Description |
|
|
|
104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
|
|
|
|
|
|
|
|
|
|
Sonder
Holdings Inc. |
|
|
|
Date:
September 16, 2025 |
By: |
/s/
Vanessa Barmack |
|
Name: |
Vanessa
Barmack |
|
Title: |
General
Counsel and Secretary |
