8-K current report · filed May 27, 2026

SOUNDHOUND AI, INC. (SOUN) 8-K Current Report: May 27, 2026

Item 5.03Item 5.07Item 8.01SOUN overviewOriginal on SEC EDGAR

Short answer

SOUNDHOUND AI, INC. (SOUN) filed an 8-K current report with the SEC on May 27, 2026 reporting Item 5.03 (Amendments to Articles of Incorporation or Bylaws), Item 5.07 (Submission of Matters to a Vote of Security Holders), Item 8.01 (Other Events). Board-approved bylaws effective May 25, 2026.

SOUNDHOUND AI, INC. 8-K event analysis

AI summary of each reported item and its exhibits

Item 5.03 · Amendments to Articles of Incorporation or Bylaws

  • Board-approved bylaws effective May 25, 2026
  • Removed provision allowing later Board or stockholder ratification of unauthorized, defective, or conflicted transactions
  • Reduced ability to cure challenged transactions after litigation begins or judgment occurs
  • Shareholder derivative claims may retain greater legal significance under the revised bylaws

Item 5.07 · Submission of Matters to a Vote of Security Holders

  • All five director nominees re-elected through the 2027 annual meeting, preserving board continuity
  • Keyvan Mohajer received 367,926,495 votes, the highest support among nominees
  • Eric Ball received 352,655,071 votes, the lowest support, with 18,055,149 withheld
  • PwC ratified as independent auditor for fiscal year ending December 31, 2026
  • Class B shares’ 10-votes-per-share structure represented 719,028,727 votes from 426,210,055 shares present or proxied

Item 8.01 · Other Events

  • $300 million at-the-market equity program for Class A common stock
  • Sales may occur over time through Cantor Fitzgerald and eight other managers
  • Potential share issuance creates dilution risk for existing common and warrant holders
  • Capital-raising capacity strengthens liquidity but may pressure SOUN’s stock price during sales

Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean

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