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Form 8-K SOUNDHOUND AI, INC. For: Jun 12

June 14, 2024 9:12 PM EDT
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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): June 12, 2024

 

SOUNDHOUND AI, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-40193   85-1286799

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

  

5400 Betsy Ross Drive

Santa Clara, CA

 

 

95054

(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (408) 441-3200

 

 

(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 (see General Instruction A.2. below):

 

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 240.13e-4(c))

 

Title of each class   Trading Symbol   Name of each exchange on which registered
Class A Common Stock, $0.0001 par value per share   SOUN   The Nasdaq Stock Market LLC
Warrants, each exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share, subject to adjustment   SOUNW   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 5.07 Submission of Matters to a Vote of Security Holders.

 

On June 12, 2024, SoundHound AI, Inc. (the “Company”) completed its 2024 annual meeting of stockholders (the “Annual Meeting”). The number of shares of Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), entitled to vote at the Annual Meeting was 287,715,003 shares and the number of shares of Class B common stock, par value $0.0001 per share (the “Class B Common Stock” and, together with the Class A Common Stock, the “Voting Stock”), entitled to vote at the Annual Meeting was 32,735,408 shares. Stockholders were entitled to one vote for each share of Class A Common Stock owned and 10 votes for each share of Class B Common Stock owned. The number of shares of Voting Stock present or represented by valid proxy at the Annual Meeting was 167,689,284 shares representing 462,307,956 votes. At the Annual Meeting, the Company’s stockholders (i) re-elected each of Dr. Keyvan Mohajer, James Hom, Larry Marcus, Diana Sroka and Dr. Eric Ball as directors, (ii) ratified the appointment by the board of directors (the “Board”) of the Company of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024, (iii) approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers, and (iv) selected, on a non-binding, advisory basis, three years as the frequency of conducting future stockholder advisory votes on named executive officer compensation. The following is a tabulation of the voting on the proposals presented at the Annual Meeting:

 

Proposal No. 1 – Election of directors

 

Dr. Keyvan Mohajer, James Hom, Larry Marcus, Diana Sroka and Dr. Eric Ball were elected to serve until the 2025 annual meeting of stockholders or until his or her successor is duly elected and qualified or until his or her earlier resignation or removal or otherwise is disqualified from serving as a director of the Company. The voting results were as follows:

 

Nominee  Shares
Voted For
   Shares Withheld   Broker
Non-Votes
 
Dr. Keyvan Mohajer   352,926,368    1,982,540    107,399,048 
James Hom   351,517,607    3,391,301    107,399,048 
Larry Marcus   344,683,806    10,225,102    107,399,048 
Diana Sroka   353,793,829    1,115,079    107,399,048 
Dr. Eric Ball   350,538,703    4,370,205    107,399,048 

 

Proposal No. 2 – Ratification of the appointment by the Board of the Company of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024

 

The ratification of the appointment by the Company’s Board of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024, was approved. The voting results were as follows: 

 

Votes For  Votes Against  Abstentions
459,478,592  2,055,472  773,892

 

Proposal No. 3 – Approval, on a non-binding, advisory basis, of the compensation of named executive officers

 

The compensation of the Company’s named executive officers was approved on a non-binding, advisory basis. The voting results were as follows: 

 

Votes For  Votes Against  Abstentions  Broker Non-Votes
351,089,293  3,123,694  695,921  107,399,048

 

Proposal No. 4 – Selection, on a non-binding, advisory basis, of the frequency of conducting future stockholder advisory votes on named executive officer compensation

 

The option of three years was approved, on a non-binding, advisory basis, as the frequency of conducting future stockholder advisory votes on named executive officer compensation. The voting results were as follows:

 

1 Year  2 Years  3 Years  Abstentions  Broker Non-Votes
14,856,427  1,635,474  337,717,920  699,087  107,399,048

 

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SIGNATURE

 

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.

 

Dated: June 14, 2024

 

  SoundHound AI, Inc.
   
  /s/ Keyvan Mohajer
  Name:  Keyvan Mohajer
  Title: Chief Executive Officer

 

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ATTACHMENTS / EXHIBITS

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XBRL PRESENTATION FILE

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IDEA: Financial_Report.xlsx

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IDEA: ea0207907-8k_sound_htm.xml



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