Sharan Nitesh - Jan 20, 2023 Form 4 Insider Report for SOUNDHOUND AI, INC. (SOUN)

Role: Chief Financial Officer
Signature: /s /Warren Heit, attorney-in-fact for SHARAN NITESH
Stock symbol: SOUN
Transactions as of: Jan 20, 2023
Transactions value $: $100,020
Form type: 4
Date filed: 1/24/2023, 05:05 PM
Previous filing: Sep 9, 2022
Next filing: Mar 13, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SOUN	Preferred Stock	Purchase	$100K	+3.33K		$30.00^*	3.33K	Jan 20, 2023	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Pursuant to certain preferred stock purchase agreements (the "Purchase Agreements"), dated on or around January 20, 2023, the Issuer issued and sold an aggregate of 835,011 shares of its newly designated Series A Convertible Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), to certain investors (the "Transactions"). The Transactions were approved by the board of directors of the Issuer, including for Rule 16b-3 purposes.
F2	The Series A Preferred Stock is entitled to dividends payable as an increase in the liquidation preference for such share at the rate of 14% per annum, accreting semi-annually to liquidation preference on January 1 and July 1 of each year. Each share of Series A Preferred Stock is convertible into shares of Class A common stock of the Issuer under certain circumstances.

Content

Pursuant to certain preferred stock purchase agreements (the "Purchase Agreements"), dated on or around January 20, 2023, the Issuer issued and sold an aggregate of 835,011 shares of its newly designated Series A Convertible Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), to certain investors (the "Transactions"). The Transactions were approved by the board of directors of the Issuer, including for Rule 16b-3 purposes.

The Series A Preferred Stock is entitled to dividends payable as an increase in the liquidation preference for such share at the rate of 14% per annum, accreting semi-annually to liquidation preference on January 1 and July 1 of each year. Each share of Series A Preferred Stock is convertible into shares of Class A common stock of the Issuer under certain circumstances.