SoundHound registers LivePerson deal shares for resale
Accepted by SEC EDGAR
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Form Type
8-K
Rhea-AI Filing Summary
SoundHound AI, Inc. (SOUN) reported that on September 4, 2026 it filed a prospectus supplement under its existing registration statement on Form S-3 to cover the resale of Class A Common Stock issued to former noteholders of LivePerson, Inc. in its recently completed acquisition of LivePerson.
The prospectus supplement satisfies contractual rights under a registration rights agreement entered into in connection with that acquisition. A legal opinion from Latham & Watkins LLP regarding the validity of these common shares is provided and incorporated by reference into the Form S-3 registration statement.
Filing Explained
The
8-K Event Classification
2 items: 8.01, 9.01
2 items
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Class A Common Stock par value: $0.0001 per share
Warrant exercise price: $11.50 per share
Form S-3 registration number: 333-295779
+2 more
5 metrics
Class A Common Stock par value
$0.0001 per share
Par value of SoundHound AI Class A Common Stock referenced in the disclosure
Warrant exercise price
$11.50 per share
Exercise price for each warrant to purchase one share of Class A Common Stock, subject to adjustment
Form S-3 registration number
333-295779
Registration statement on Form S-3 filed on May 11, 2026
Form S-3 filing date
May 11, 2026
Date the Form S-3 registration statement referenced by the prospectus supplement was filed
Prospectus supplement filing date
September 4, 2026
Date SoundHound AI filed the prospectus supplement covering the resale of Class A Common Stock
Key Terms
prospectus supplement, registration statement on Form S-3, resale, registration rights agreement, +1 more
5 terms
prospectus supplement regulatory
"filed with the Securities and Exchange Commission a prospectus supplement to the prospectus"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
registration statement on Form S-3 regulatory
"included in the Company’s registration statement on Form S-3"
A registration statement on Form S‑3 is a short, standardized filing a qualified public company uses to register new securities with regulators so they can be sold to investors; think of it as a pre-approved, reusable permission slip that speeds up future offerings. It matters to investors because it lets the company raise money more quickly and cheaply — which can fund growth or pay debt — but may also lead to share dilution or change in ownership, so it affects value and liquidity.
resale financial
"relating to the resale of shares of Class A Common Stock"
Resale is the act of selling an item, asset, or security by someone who previously bought it rather than by the original maker or issuer. It matters to investors because resale activity affects how easily an investment can be sold, the price buyers are willing to pay, and the potential profit or loss — like selling a used car: condition, demand and market rules determine what you can get for it.
registration rights agreement regulatory
"registration rights agreement entered into in connection therewith"
A registration rights agreement is a contract that gives investors the option to have their ownership stakes officially registered with the government, making it easier to sell their shares later. This agreement matters because it provides investors with a clearer path to cash out their investments if they choose, offering more liquidity and confidence in their ability to sell their holdings when desired.
Inline XBRL technical
"Cover Page Interactive Data File (formatted in Inline XBRL"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.
Offering Details
shelf
Offering
Offering Type
shelf
Securities Offered
Class A Common Stock registered for resale by former noteholders of LivePerson, Inc.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What action did SOUN report on September 4, 2026?
SoundHound AI reported that on September 4, 2026 it filed a prospectus supplement to its Form S-3 registration statement, covering the resale of Class A Common Stock issued to former noteholders of LivePerson, Inc. as part of the recently completed LivePerson acquisition.
What securities of SOUN are covered by the prospectus supplement?
The prospectus supplement relates to Class A Common Stock, par value $0.0001 per share, that was issued to former noteholders of LivePerson, Inc. in connection with SoundHound AI’s acquisition of LivePerson and is being registered for resale.
What existing registration statement does SOUN reference in this report?
SoundHound AI references its registration statement on Form S-3, Registration No. 333-295779, which was filed with the SEC on May 11, 2026. The new prospectus supplement is tied to this shelf registration statement.
What stock and warrant listings for SOUN are mentioned?
SoundHound AI notes that its Class A Common Stock trades under the symbol SOUN and its warrants, each exercisable for one Class A share at an exercise price of $11.50 per share (subject to adjustment), trade under the symbol SOUNW on The Nasdaq Stock Market LLC.
AI-generated analysis. How Rhea-AI works. Not financial advice.
