Form 4: SoundHound AI Executive Sells Shares Following PSU and RSU Vesting

SoundHound AI, Inc. VP of Engineering and Director Majid Emami reported the acquisition of shares from performance unit vesting and subsequent sales, including transactions to cover tax obligations and a pre-arranged trading plan.

Summary

• Majid Emami, VP of Engineering, Director, and 10% Owner of SoundHound AI, Inc. (SOUN), reported changes in his beneficial ownership of Class A Common Stock.
• On June 20, 2025, Mr. Emami acquired 80,000 shares of Class A Common Stock at a price of $0.00 per share, resulting from the vesting of Performance Stock Units (PSUs) originally granted on August 4, 2022, due to the achievement of performance criteria.
• On the same date, June 20, 2025, Mr. Emami sold 38,833 shares of Class A Common Stock at $9.3559 per share to satisfy tax withholding obligations related to the PSU vesting.
• Also on June 20, 2025, an additional 40,697 shares of Class A Common Stock were sold at $9.3559 per share to satisfy tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs) granted on August 4, 2022, September 7, 2022, August 3, 2023, and August 1, 2024.
• On June 24, 2025, Mr. Emami sold 60,295 shares of Class A Common Stock at $10.00 per share, a transaction effected pursuant to a Rule 10b5-1 trading plan adopted in March 2025.
• Following these transactions, Mr. Emami's direct beneficial ownership of Class A Common Stock decreased from 617,482 shares to 477,657 shares.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While there's significant insider selling, a large portion is for tax obligations related to equity vesting, and another portion is under a pre-arranged 10b5-1 plan, which typically signals a planned liquidity event rather than a lack of confidence. The vesting of PSUs is a positive indicator of performance.

Positives

• The vesting of 80,000 Performance Stock Units (PSUs) indicates that certain performance criteria set by the company were achieved, which is a positive sign for the company's operational success.

Negatives

• Majid Emami, a key insider (VP of Engineering, Director, and 10% Owner), sold a significant number of shares (totaling 139,725 shares) over a short period.
• While some sales were for tax withholding, a substantial portion (60,295 shares) was sold under a Rule 10b5-1 plan, representing a planned reduction in his direct holdings.

Future Outlook

The document does not provide any forward-looking statements or guidance regarding the company's future performance or strategic direction; it is solely a report of insider stock transactions.

Industry Context

This Form 4 filing is a routine disclosure of insider stock transactions and does not provide information directly related to broader industry trends or competitive landscape. However, insider selling, even for pre-planned or tax-related reasons, is a common occurrence across industries for executives managing their equity compensation.

Stakeholder Impact

• Shareholders: The sale of shares by a key insider could be perceived negatively by some shareholders, potentially leading to short-term price volatility. However, the reasons for the sales (tax withholding, 10b5-1 plan) are common and may mitigate concerns about management's confidence in the company's future.
• Employees: The vesting of PSUs and RSUs indicates that the company is meeting its performance targets, which could be a positive signal for employees regarding the company's stability and their own equity compensation.

Key Dates

Recommendation

Keywords

SoundHound AI, SOUN, Form 4, Insider Trading, Stock Sale, Performance Stock Units, Restricted Stock Units, 10b5-1 Plan, Majid Emami, Beneficial Ownership