Veritone offers 20M shares in direct stock offering

The underlying Form S-3 was filed June 12, 2024 and became effective June 21, 2024.

Rhea-AI Filing Summary

Veritone, Inc. (VERI) disclosed a registered direct offering of 20,000,000 shares of its common stock to purchasers named in a securities purchase agreement entered into September 30, 2026. The offering was made under an effective Form S-3 registration statement and related base prospectus and prospectus supplement.

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

Common shares offered: 20,000,000 shares Common stock par value: $0.001 per share

2 metrics

Common shares offered 20,000,000 shares Registered direct offering

Common stock par value $0.001 per share Common stock offered

Key Terms

registered direct offering, securities purchase agreement, prospectus supplement

3 terms

registered direct offering financial

"in connection with the registered direct offering"

A registered direct offering is a way for a company to sell new shares of its stock directly to select investors with regulatory approval. This method allows the company to raise funds quickly and efficiently without needing a public auction, similar to offering exclusive access to a limited number of buyers. For investors, it often provides an opportunity to purchase shares at a favorable price, while giving the company immediate access to capital.

securities purchase agreement financial

"purchasers named in that certain securities purchase agreement"

A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.

prospectus supplement regulatory

"a related base prospectus and prospectus supplement thereunder"

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many shares did Veritone (VERI) offer in its registered direct offering?

Veritone offered 20,000,000 shares of common stock in the registered direct offering.

What registration statement covered Veritone's (VERI) offering?

The offering was made under an effective Form S-3 registration statement, originally filed June 12, 2024 and effective June 21, 2024, with a related base prospectus and prospectus supplement.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/01/2026 - 05:06 PM Accepted by SEC EDGAR 10/01/2026 - 05:05 PM Learn about SEC filing dates

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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): October 1, 2026

Veritone, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware		001-38093		47-1161641
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

5291 California Avenue, Suite 350 Irvine, California		92617
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (888) 507-1737

(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 communications 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 240.13(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001 per share		VERI		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 8.01 Other Events.

Exhibits are filed herewith in connection with the registered direct offering (the “Registered Direct Offering”) by Veritone, Inc. (the “Company”) of 20,000,000 shares of the Company’s common stock, $0.001 par value per share, to the purchasers (the “Purchasers”) named in that certain securities purchase agreement entered into on September 30, 2026 by and among the Company and the Purchasers. The Registered Direct Offering was made pursuant to the Company’s effective registration statement on Form S-3 (Registration Statement No. 333-280148) that was originally filed with the Securities and Exchange Commission on June 12, 2024, and that became effective on June 21, 2024 and a related base prospectus and prospectus supplement thereunder.

Item 9.01 Financial Statements and Exhibits.

Exhibit No.		Description
5.1		Opinion of Cooley LLP, dated October 1, 2026.
23.1		Consent of Cooley LLP (included in Exhibit 5.1).
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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 hereunto duly authorized.

				Veritone, Inc.
Date: October 1, 2026				By:		/s/ Michael L. Zemetra
						Michael L. Zemetra
						Executive Vice President, Chief Financial Officer and Treasurer

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-5.1 EX-5.1 8.5 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 17.6 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 11.0 KB