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SoundHound AI, Inc. reported several governance and financing updates. The board adopted Second Amended and Restated Bylaws that remove a provision allowing the board or stockholders to retroactively ratify and cure unauthorized or conflicted transactions that are challenged in derivative or similar suits.
The company held its 2026 annual meeting, where all five director nominees were re-elected and stockholders ratified PricewaterhouseCoopers LLP as independent auditor for the year ending December 31, 2026. A total of 426,210,055 shares of voting stock representing 719,028,727 votes were present or represented.
SoundHound also disclosed an equity distribution agreement with a syndicate of managers for sales from time to time of up to $300,000,000 shares of its Class A common stock under an effective shelf registration. The filing includes, by exhibit, LivePerson, Inc.’s unaudited condensed consolidated financial statements and pro forma combined financial information for the quarter ended March 31, 2026.
SoundHound AI, Inc. and LivePerson, Inc. have entered into a merger agreement under which Lightspeed Merger Sub will merge into LivePerson and LivePerson will become an indirect, wholly owned subsidiary of SoundHound. LivePerson stockholders will receive a variable number of SoundHound Class A shares per LivePerson share (the Per Share Merger Consideration), determined by dividing an Aggregate Consideration Amount of $42,784,532.64 (subject to adjustments) by the SoundHound Closing Stock Price, which is the 10-day VWAP (rounded down) subject to a $7.00 floor and a $12.00 cap. Assuming ~12.8 million fully diluted LivePerson shares and no adjustments, the Aggregate Consideration Amount represents approximately $3.33 in value per LivePerson share. The merger is subject to LivePerson stockholder approval, certain regulatory approvals in multiple jurisdictions, customary closing conditions, and potential termination provisions. LivePerson’s board unanimously recommends the transaction and has scheduled a special meeting for stockholder voting.
SoundHound AI, Inc. filed a shelf registration on Form S-3 to register an indeterminate amount of securities and established an at-the-market equity program to offer up to $300,000,000 of Class A common stock under an equity distribution agreement. The securities may be sold from time to time after the effective date through underwriters, agents or directly, and specific terms for any issuance will be set forth in prospectus supplements.
SoundHound AI, Inc. reported strong first-quarter 2026 growth with revenue of $44.2 million, up 52% year-over-year, driven by broad demand across automotive, IoT, and enterprise AI customers. GAAP gross margin was 31.1%, while non-GAAP gross margin reached 49.7%.
The company posted a GAAP net loss of $25.0 million and an adjusted EBITDA loss of $26.7 million, reflecting continued heavy investment and non-cash items. Cash and cash equivalents were $216 million as of March 31, 2026, and the company reported no debt.
SoundHound launched its OASYS self-learning agentic AI platform and signed an agreement to acquire LivePerson, targeting a combined 2027 revenue range of $350–$400 million, including at least $100 million from LivePerson customers. The company reaffirmed its 2026 revenue outlook of $225–$260 million.
Vanguard Capital Management reports beneficial ownership of 20,345,734 shares of SoundHound AI Inc common stock, representing 5.21% of the class as of 03/31/2026. The filing lists sole voting power for 2,957,162 shares and sole dispositive power for 20,345,734 shares. The Schedule 13G states holdings are managed across Vanguard affiliates and funds.
SoundHound AI agreed to acquire LivePerson in an all‑stock merger, with LivePerson becoming an indirect wholly owned subsidiary, subject to stockholder, regulatory and other customary approvals and the effectiveness of a Form S‑4 registration statement.
The aggregate stock consideration to LivePerson common holders is based on an Aggregate Consideration Amount of $42,784,532.64, divided by a capped and floored Company Closing Stock Price between $7 and $12 per share. Separately, a linked Notes Restructuring Agreement will exchange LivePerson’s secured notes into SoundHound AI shares using First and Second Lien Holder Aggregate Consideration Amounts of $178,007,733.68 and $83,207,733.68, plus defined cash components and potential participation in LivePerson Excess Cash. LivePerson must pay a $5,000,000 termination fee plus specified expenses if certain deal‑failure scenarios occur.
SoundHound AI, Inc. is asking stockholders to elect five directors for one-year terms and ratify PricewaterhouseCoopers LLP as independent auditor at its 2026 virtual annual meeting.
Holders of Class A and high-vote Class B shares, totaling 719,028,727 votes as of March 30, 2026, may vote online, by mobile, mail, or at the meeting. The company highlights a majority-independent board and standard audit, compensation, and nominating committees.
The proxy details 2025 executive pay, with CEO Keyvan Mohajer receiving $9.3 million in total compensation, heavily weighted to restricted stock, while 2025 cash bonuses for named executives were reduced to zero despite some goals being met. It also notes CFO Nitesh Sharan’s resignation effective April 3, 2026, with director and Chief Product Officer James Hom serving as interim CFO.
SoundHound AI, Inc. director Diana Sroka reported an open-market sale of 1,343 shares of Class A common stock. The shares were sold on March 23, 2026 at a weighted-average price of $6.7709 per share under a Rule 10b5-1 trading plan adopted in August 2025.
After this transaction, Sroka directly holds 149,920 shares of SoundHound AI, Inc. The sale was executed in multiple trades during the day at prices ranging from $6.66 to $6.91 per share.
SOUNDHOUND AI, INC. Chief Technology Officer Timothy Stonehocker reported an open-market sale of 23,087 shares of Class A Common Stock at $6.7903 per share. According to the footnote, the sale was made to satisfy tax withholding obligations tied to vested restricted stock units. Following the transaction, he directly holds 521,092 shares.