8-KFiled Aug 19, 8:00 PM ET

LivePerson Inc. Adjourns Special Meeting; Soliciting More Votes for Merger

$LPSN · LIVEPERSON INC

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LivePerson Inc. Adjourns Special Meeting; Soliciting More Votes for Merger

What Happened

  • LivePerson, Inc. announced it adjourned its special stockholder meeting called on August 20, 2026 to vote on the proposed merger with SoundHound AI, Inc. and related transactions. A quorum was present (6,052,028 shares represented), but there were not enough votes to approve the Merger Proposal before the meeting opened.
  • The stockholders approved an adjournment to solicit additional proxies by a vote of 5,811,286 for, 193,675 against and 44,375 abstentions. The meeting was adjourned to reconvene on September 2, 2026 at 10:00 a.m. Eastern Time (virtual webcast). The record date remains July 6, 2026. The Merger Proposal and a non-binding advisory vote on merger-related executive compensation were not voted on and will be resubmitted when the meeting reconvenes.
  • LivePerson issued a press release on August 20, 2026 announcing the adjournment (filed as Exhibit 99.1).

Key Details

  • Shares represented at meeting: 6,052,028.
  • Adjournment vote: 5,811,286 for; 193,675 against; 44,375 abstained; 0 broker non-votes.
  • Reconvened meeting: September 2, 2026 at 10:00 a.m. ET (virtual at www.virtualshareholdermeeting.com/LPSN2026SM).
  • Record date for voting: close of business July 6, 2026 (no change).

Why It Matters

  • The merger with SoundHound remains pending and has not yet received the necessary shareholder approval, so the transaction timeline may be delayed while LivePerson solicits more proxies.
  • Investors should note that the company will continue outreach and that only holders of record on July 6, 2026 may vote at the reconvened meeting; previously submitted proxies remain valid unless changed.
  • Relevant transaction materials (Form S-4 and proxy statement/prospectus) are available on the SEC site and LivePerson’s investor page for shareholders who want full details before voting.