Keyvan Mohajer Reports RSU-Withholding Sale of 138,523 SOUN Shares

Q: What did Keyvan Mohajer report in the Form 4 for SOUN?

He reported a sale of 138,523 Class A shares on 09/22/2025 at $16.0016 per share to satisfy tax withholding related to vested RSUs.

Q: How many shares does the reporting person own after the transaction?

The filing shows 2,461,267 shares beneficially owned following the reported sale.

Q: When was the Form 4 signed and filed?

The signature date on the form is 09/24/2025 ; the transaction date reported is 09/22/2025.

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Insider transaction disclosure for SOUNDHOUND AI, INC. (SOUN). Keyvan Mohajer, who is listed as the company's CEO, a director and a 10% owner, reported a sale of 138,523 shares of Class A common stock on 09/22/2025 at a price of $16.0016 per share. After the reported transaction, the filing shows 2,461,267 shares beneficially owned by the reporting person. The filing states the sale was made to satisfy tax withholding obligations related to vesting of restricted stock units granted across 2022–2025. The Form 4 was signed by an attorney-in-fact on 09/24/2025.

Positive

None.

Negative

Reported sale of 138,523 Class A shares by the CEO/director on 09/22/2025
Reduction in beneficial ownership to 2,461,267 shares following the transaction

Insights

TL;DR: CEO/director sold shares to cover tax withholding on vested RSUs; transaction appears routine and non-operational.

The filing reports a single non-derivative sale of 138,523 Class A shares at $16.0016 to satisfy tax obligations tied to multiple RSU grants. This is a compensatory, not a discretionary liquidity, disclosure and does not indicate change in control or new lending, financing, or strategic action. The post-transaction beneficial ownership of 2,461,267 shares remains substantial but the sale reduces the reporting person's direct holdings modestly.

TL;DR: Transaction is a standard RSU withholding sale; no governance red flags evident from this Form 4 alone.

The explanation explicitly ties the disposition to tax withholding for vested restricted stock units awarded on multiple dates between 2022 and 2025. There is no indication of accelerated vesting, related-party transfers, or amendments to executive compensation in this filing. Documentation is signed by an attorney-in-fact, which is common for processed payroll/tax-related dispositions.

Insider Trade Summary

Net Seller: 138,523 shares ($2,216,590)

Net Sell 1 txn

Insider MOHAJER KEYVAN

Role CEO

Sold 138,523 shs ($2.22M)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	138,523	$16.0016	$2.22M

Holdings After Transaction: Class A Common Stock — 2,461,267 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

09/24/2025 - 06:17 PM

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^*

MOHAJER KEYVAN

(Last)

(First)

(Middle)

C/O SOUNDHOUND AI, INC.

5400 BETSY ROSS DRIVE

(Street)

SANTA CLARA

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)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	09/22/2025		S		138,523⁽¹⁾	D	$16.0016	2,461,267	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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 July 20, 2022, September 7, 2022, August 3, 2023, August 1, 2024 and July 31, 2025.

Remarks:

	/s /Warren Heit, attorney-in-fact for MOHAJER KEYVAN	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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Keyvan Mohajer report in the Form 4 for SOUN?

He reported a sale of 138,523 Class A shares on 09/22/2025 at $16.0016 per share to satisfy tax withholding related to vested RSUs.

Why were the shares sold according to the filing?

The sale was made to satisfy tax withholding obligations

How many shares does the reporting person own after the transaction?

The filing shows 2,461,267 shares beneficially owned following the reported sale.

What position does the reporting person hold at SOUNDHOUND AI (SOUN)?

Keyvan Mohajer is reported as CEO, a director, and a 10% owner in the Form 4.

When was the Form 4 signed and filed?

The signature date on the form is 09/24/2025; the transaction date reported is 09/22/2025.