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[Form 4] SOUNDHOUND AI, INC. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Emami Majid, a director and VP of Engineering at SoundHound AI, Inc. (SOUN), reported two stock sales in September 2025. On 09/22/2025 he disposed of 42,119 Class A shares, leaving 685,538 shares owned; those shares were sold to satisfy tax withholding tied to restricted stock units granted on multiple dates. On 09/24/2025 he sold an additional 36,185 shares under a Rule 10b5-1 plan at a weighted-average price of $17.8599, leaving 649,353 shares. The 09/24 filing is signed by an attorney-in-fact.

Positive
  • Sale for tax withholding was disclosed as such, clarifying the motive for the 09/22 transaction
  • Use of a Rule 10b5-1 trading plan (adopted March 2025) for the 09/24 sale increases procedural transparency
  • Weighted-average price and execution range for the 09/24 trades are disclosed, aiding transparency
  • Form is signed by an attorney-in-fact, indicating a valid filing
Negative
  • Beneficial ownership decreased from 685,538 shares after the 09/22 sale to 649,353 after the 09/24 sale
  • Total shares sold across the two reported transactions amount to 78,304 Class A shares

Insights

TL;DR: Insider sold 78,304 SOUN shares across two transactions; one sale satisfied tax withholding and one executed under a 10b5-1 plan.

The transactions are routine insider liquidity events tied to RSU vesting and a pre-established trading plan. The 09/22 sale was explicitly to cover tax withholding for multiple RSU grants, which is a common reason for disposition and does not indicate discretionary market-timing by the reporting person. The 09/24 sale under a Rule 10b5-1 plan provides procedural protection and clarity on intent, and the filer discloses the intraday price range and weighted-average price, improving transparency.

TL;DR: Disclosures are timely and include required explanations; the use of an attorney-in-fact and 10b5-1 plan are properly noted.

The Form 4 includes the necessary explanatory footnotes describing the tax-withholding sale and the 10b5-1 plan adoption in March 2025. Signature by an attorney-in-fact is clearly shown. From a governance perspective, these filings meet disclosure expectations for insider transactions, and the additional note offering to provide full execution details to the SEC or security holders enhances compliance transparency.

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
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
EMAMI MAJID

(Last) (First) (Middle)
C/O SOUNDHOUND AI, INC.
5400 BETSY ROSS DRIVE

(Street)
SANTA CLARA CA 95054

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SOUNDHOUND AI, INC. [ SOUN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
X Officer (give title below) Other (specify below)
VP, Engineering
3. Date of Earliest Transaction (Month/Day/Year)
09/22/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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
Class A Common Stock 09/22/2025 S 42,119(1) D $16.0016 685,538 D
Class A Common Stock 09/24/2025 S(2) 36,185 D $17.8599(3) 649,353 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. The sale reported herein was made to satisfy tax withholding obligations in connection with the vesting of shares of restricted stock units granted to the reporting person on August 4, 2022, September 7, 2022, August 3, 2023, August 1, 2024 and July 31, 2025.
2. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person in March 2025.
3. This transaction was executed in multiple trades during the day at prices ranging from $17.43 to $18.20. The weighted-average price is reported above. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
Remarks:
/s /Warren Heit, attorney-in-fact for EMAMI MAJID 09/24/2025
** 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.

FAQ

Why did Emami Majid sell SOUN shares on 09/22/2025?

The Form 4 states the 09/22/2025 sale of 42,119 shares was made to satisfy tax withholding obligations related to vested restricted stock units granted on multiple dates.

What was the price for the 09/24/2025 SOUN sale?

The 09/24/2025 sale of 36,185 shares was executed at a weighted-average price of $17.8599, with reported trade prices ranging from $17.43 to $18.20.

Was the 09/24/2025 transaction part of a pre-established plan?

Yes. The filing states the 09/24/2025 transaction was effected pursuant to a Rule 10b5-1 trading plan adopted in March 2025.

How many SOUN shares does Emami Majid own after these transactions?

The Form 4 reports 685,538 shares after the 09/22 sale and 649,353 shares after the 09/24 sale.

Who signed the Form 4 for Emami Majid?

The filing is signed by /s/ Warren Heit, attorney-in-fact for EMAMI MAJID with the signature date 09/24/2025.
SOUNDHOUND AI INC

NASDAQ:SOUN

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4.74B
383.27M
1.55%
46.77%
29.44%
Software - Application
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United States
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