LivePerson Inc. Announces Completion of Merger with SoundHound

What Happened
LivePerson Inc. (LPSN) filed an 8-K on Sept. 4, 2026 announcing the completion of the merger transactions with SoundHound pursuant to the Merger Agreement. At the First Merger Effective Time, each outstanding share of LivePerson common stock (other than certain excluded TASE-held shares) converted into the right to receive 0.4673 shares of SoundHound Class A common stock. At the Second Merger Effective Time, LivePerson shares held through the Tel-Aviv Stock Exchange clearing house (TASE Shares) converted into the right to receive $3.31 cash per share. The issuance of SoundHound shares to former LivePerson stockholders was registered under a Form S-4 declared effective July 9, 2026.

Key Details

• Share conversion: 1 LPSN share → 0.4673 shares of SoundHound common stock (Per Share Merger Consideration).
• TASE shares: Converted to $3.31 cash per share at the Second Merger Effective Time.
• Equity instruments: Stock options and warrants were cancelled for no consideration; non-employee director RSUs and vested-but-unsettled RSUs entitled to Per Share Merger Consideration (or cash equivalent, net of withholding); other RSUs assumed and converted into SoundHound awards.
• Governance and listing: All LivePerson directors resigned effective at the Second Merger Effective Time (board members listed in the filing); LivePerson requested Nasdaq delisting and intends to file Form 15 to suspend Exchange Act reporting.
• Debt restructuring: Secured note holders settled claims under the Notes Restructuring Agreement — First Lien holder received 25,142,335 SoundHound shares and $2,499,450 cash; Second Lien holders received 11,752,504 SoundHound shares and $3,348,550 cash (total cash $5,848,000; total shares 36,894,839).

Why It Matters
For retail investors, LivePerson common stockholders no longer hold LivePerson-listed shares: they now hold SoundHound stock (based on the 0.4673 exchange ratio) or received cash for certain TASE-held shares. The company is moving off Nasdaq and expects to suspend SEC reporting, which will reduce public disclosure obligations going forward. Options and warrants were cancelled with no payout, and major debt claims were satisfied via SoundHound stock and cash, materially altering the capital structure and ownership post-closing.