---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-24-000804"
form_type: "8-K"
ticker: "SOUN"
cik: "0001840856"
company_name: "SOUNDHOUND AI, INC."
filed_at: "2024-01-03T23:59:59+00:00"
generated_at: "2026-06-07T04:49:29.189311+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.55
calibrated_materiality_score: 0.55
confidence: "high"
source: SEC EDGAR
---

# SoundHound AI completes acquisition of Synq3 Inc. for $25M plus earnout

## Summary
- Total consideration: $5M cash + $20M in stock (8,968,610 shares at $2.23/share) for all equity of Synq3.
- Earnout of up to $4M based on revenue targets for 2024-2026, payable in cash and stock.
- Approximately $3.125M of consideration withheld for 15 months to secure indemnification obligations.
- Retention pool established for certain continuing employees of the acquired company.
- Company expects audited financials and pro forma statements not required under Regulation S-X.

## SEC filing metadata
- accession: 0001213900-24-000804
- form_type: 8-K
- ticker: SOUN
- cik: 0001840856
- company_name: SOUNDHOUND AI, INC.
- filed_at: 2024-01-03T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.55
- calibrated_materiality_score: 0.55
- confidence: high
- sec_items: 2.01, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1840856/000121390024000804/0001213900-24-000804-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1840856/000121390024000804/ea190917-8k_soundhoun.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-24-000804
- JSON: https://secwatch.observer/filing/0001213900-24-000804.json
- Plain text: https://secwatch.observer/filing/0001213900-24-000804.txt

## Key facts
- M&A Transactions
  SOUNDHOUND AI, INC. completed an acquisition involving Synq3, Inc. for approximately $5 million in cash and $20 million in shares (closed 2024-01-03).
  - Action: acquisition
  - Counterparty: Synq3, Inc.
  - Consideration: approximately $5 million in cash and $20 million in shares
  - Closing: 2024-01-03
  source text: Target), dated as of December 6, 2023 (the “Merger Agreement”). Under the terms of the Merger Agreement, SoundHound acquired the Target for total consideration of approximately $5 million in cash and $20 million in shares (the “Stock Consideration”) of the Company’s Class A common stock (the “Common Stock”) (the “Closing Consideration”), in exchange for all the
  evidence_url: https://www.sec.gov/Archives/edgar/data/1840856/000121390024000804/0001213900-24-000804-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.