09/09/2026 | Press release | Distributed by Public on 09/09/2026 15:39
|
FORM 4
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|
||||||||||||||||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||||
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
|
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 Underlying Securities (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 of Derivative Security: 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 | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
|
Collins John DeNeen C/O SOUNDHOUND AI, INC. 5400 BETSY ROSS DR SANTA CLARA, CA 95054 |
Chief Financial Officer | |||
| /s /Warren Heit, attorney-in-fact for Collins John DeNeen | 09/09/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Pursuant to that Amended and Restated Merger Agreement, dated July 2, 2026 (as it may be amended from time to time, the "Merger Agreement") by and among LivePerson, Inc. ("LivePerson"), the Issuer, Lightspeed Merger Sub Inc., an indirect wholly owned subsidiary of the Issuer ("Merger Sub I") and Lightspeed Merger Sub II Inc., an indirect wholly owned subsidiary of the Issuer ("Merger Sub II"), Merger Sub I merged with and into LivePerson, with LivePerson continuing as the surviving corporation and becoming an indirect, wholly owned subsidiary of the Issuer (the "First Merger") and immediately following the First Merger, a merger of Merger Sub II with and into the surviving corporation with LivePerson continuing as the surviving corporation and becoming an indirect, wholly owned subsidiary of the Issuer (the "Second Merger"). |
| (2) | Pursuant to the Merger Agreement, the Reporting Person's LivePerson common stock and restricted stock units converted into the Issuer's Class A common stock and restricted stock units, respectively, according to the terms of the Merger Agreement. |
| (3) | Represents a grant of restricted stock units. These restricted stock units vest in 48 equal monthly installments commencing on grant. |