UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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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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