SoundHound AI, Inc. (SOUN) SEC Filings & Earnings Calls

Integration risk from acquiring LivePerson and restructuring its notes.

“Notes restructuring and registration rights agreement indicate complex capital structure.”

Potential dilution from resale of shares issued to former noteholders, though no specific number provided.

“resale of shares of Class A Common Stock issued to former noteholders of LivePerson” · word for word

Dilution risk from share issuance for acquisition.

“Issuance of 0.4673 shares per LivePerson share will increase share count.”

Acquisition Integration Risk

“General and administrative expenses increased by $7.8 million, or 43%, in the three months ended June 30, 2026 compared to the same period in 2025. The increase in general and administrative expenses was primarily due to increases in 2026 of $3.5 million in legal and professional fees mainly caused by acquisitions.” · word for word

Cash Burn Risk

“Net cash used in operating activities was $60.0 million during the six months ended June 30, 2026 compared to $43.7 million during the six months ended June 30, 2025.” · word for word

Dilution Risk

“During the three and six months ended June 30, 2026, we sold 6,232,900 shares of our common stock under the Second Equity Distribution Agreement, at an average price of $7.78 per share and raised $48.5 million of gross proceeds.” · word for word

Sustained net losses and negative operating cash flow indicate ongoing cash burn; cash reserves declining.

“Net loss -$42.8M in Q2 2026; operating cash flow -$60M in H1 2026; cash down from $248.5M to $202.8M”

High operating expenses relative to revenue; operating loss -$43.3M on $61.9M revenue.

“Total operating expenses $105.2M vs revenue $61.9M in Q2 2026”

Merger still subject to LivePerson stockholder approval; integration risks and potential delays.

“The Mergers remain subject to other closing conditions, including LivePerson stockholder approval” · word for word

Integration risk and potential dilution from stock issuance.

“Merger involves issuance of new shares; LivePerson has convertible notes and cash shortfall adjustments.”

Shareholder dilution from potential issuance of up to $300M in new shares.

“Equity Distribution Agreement allows sale of up to $300M of Class A common stock.”

Gross margin pressure from acquisitions

“Gross margin decreased to 31% during the three months ended March 31, 2026 compared to 36% during the same period in 2025 primarily due to the acquisition of Interactions in the third quarter of 2025, which included an amortization of acquired intangible assets in the amount of $0.6 million and resulted in an increase of stock-based compensation of $2.8 mill” · word for word

Negative operating cash flow

“Net cash used in operating activities was $26.3 million during the three months ended March 31, 2026 compared to $19.2 million during the three months ended March 31, 2025.” · word for word

Dependence on acquisitions for growth

“Service subscription increased by $11.2 million, primarily in the Americas, driven by revenue from acquisitions.” · word for word

Material weaknesses in internal controls

“We expect our general and administrative expenses to increase in the short term as we invest in our control environment to remediate the existing material weaknesses.” · word for word

Sustained cash burn and declining gross margin raise going-concern risk.

“Operating cash flow negative $26.3M; gross margin down to 31.1% from 36.4%”

Integration risk and potential dilution from stock issuance.

“Merger involves issuance of new shares; LivePerson has convertible notes and cash shortfall adjustments.”

CFO resignation and leadership transition

“Nitesh Sharan resigned as the Chief Financial Officer of the Company, effective April 3, 2026. Mr. Hom will serve as the Company's Interim Chief Financial Officer until his successor is chosen and qualified.” · word for word

Significant stock-based compensation and dilution

“Equity incentive awards for 2025 in the form of Restricted Stock Awards were determined by targeting between the 50th and 75th percentile of our peer group.” · word for word

Dependence on CEO/founder with significant control

“Dr. Keyvan Mohajer...beneficially owns 19.8% of total voting power; Dr. Majid Emami beneficially owns 23.1% of total voting power.”

CFO transition risk; interim CFO has deep company knowledge but no permanent replacement yet.

“Resignation effective April 3, 2026; interim CFO appointed; executive search underway.”

Customer Concentration Risk (Historical)

“For the year ended December 31, 2023, two customers accounted for 62% of the Company's total revenues.” · word for word

Unbilled Receivables Concentration

“The unbilled receivables balances from five customers collectively totaled 83% of the Company’s consolidated unbilled receivables balance at December 31, 2025.” · word for word

AI Regulatory Compliance Cost

“The AI Act establishes, among other things, a risk-based governance framework for regulating AI systems operating in the European Union... there is a risk that our current or future AI-powered software or applications may obligate us to comply with the applicable requirements of the AI Act, which may impose additional costs on us, increase our risk of liabil” · word for word

Automotive Cyclical Exposure

“SoundHound’s largest customers are currently in the automotive industry, and automotive production and sales are highly cyclical and depend on general economic conditions and other factors, including consumer spending and preferences, changes in interest rate levels and credit availability, tariffs, consumer confidence, fuel costs, fuel availability, environ” · word for word

Historical Net Losses and Negative Cash Flow

“We have generated substantial net losses and negative operating cash flows since inception and may never achieve or maintain profitability or generate positive cash flows” · word for word

Accumulated deficit remains large at $957M; company still unprofitable on full-year basis.

“Accumulated deficit $(957,066) (in thousands) as of December 31, 2025.”

Contingent acquisition liabilities of $133.6M represent future cash outflows; fair value changes create volatility.

“Contingent acquisition liabilities $4,400k current + $129,227k non-current = $133,627k as of Dec 2025.”

Acquisition integration risk

“Multiple acquisitions (Amelia, Interactions, SYNQ3) with significant contingent consideration and integration costs.”

Non-cash volatility from contingent consideration

“Change in fair value of contingent acquisition liabilities: loss of $66.2M in Q3 2025 due to stock price increase.” · word for word

Negative operating cash flow

“Net cash used in operating activities $76.3M for 9M 2025.”

Dilution risk from equity issuance

“Raised $201.5M gross proceeds from ATM equity program in 9M 2025; remaining capacity $48.5M.”

High operating losses and negative cash flow; reliance on equity financing.

“Operating loss $116M in Q3; operating cash flow -$76M in 9 months; accumulated deficit $997M.”

Significant stock-based compensation and contingent consideration volatility.

“Stock-based compensation $61M in 9 months; change in fair value of contingent acquisition liabilities $(78.5M) in 9 months.”