{"schema_version":"secwatch.filing_event.v1","accession":"0001683168-23-009146","form_type":"8-K","ticker":"AUUD","cik":"0001554818","company_name":"AUDDIA INC.","filed_at":"2023-12-29T23:59:59+00:00","discovered_at":"2026-05-14T18:03:29.495914+00:00","generated_at":"2026-06-07T05:50:17.261252+00:00","sec_items":["5.07","8.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.5,"calibrated_materiality_score":0.5,"confidence":"high","headline":"Auddia stockholders approve reverse stock split, equity line, and directors at 2023 annual meeting","bullets":["All five director nominees elected, including Jeffrey Thramann and Michael Lawless.","Proposal to authorize board to implement reverse stock split approved with 38.7M for, 1.6M against.","Proposal to approve equity line share issuance passed with 6.0M for, 0.6M against, 4.6M broker non-votes.","Ratification of Haynie & Company as auditor passed with 11.0M for, 23k against.","Company redeemed single Series A Preferred Share owned by Chairman Thramann for $1,000 after meeting; no preferred shares remain."],"urls":{"canonical":"https://secwatch.observer/filing/0001683168-23-009146","json":"https://secwatch.observer/filing/0001683168-23-009146.json","markdown":"https://secwatch.observer/filing/0001683168-23-009146.md","text":"https://secwatch.observer/filing/0001683168-23-009146.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1554818/000168316823009146/0001683168-23-009146-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1554818/000168316823009146/auddia_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-07T05:50:17.261252+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"3a95777d04887169700169c80bec27503791c0ca","claim":"AUDDIA INC. shareholders approved Proposal 2 - Ratification of appointment of independent registered accounting firm – Haynie & Company at the 2023-12-29 meeting.","evidence_excerpt":"if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 5.07 Submission of Matters to a Vote of Security Holders. On December 29, 2023, the Company held its 2023 Annual Meeting of Stockholders. The matters voted upon at the Annual Meeting and the results of such voting are set forth below. Proposal 1 - Election of five directors to serve a term ending at the 2024 annual meeting, in each case until their respective successors are duly elected and qualified. Nominee Votes For Withheld Broker Non-Votes Jeffrey Thramann 6,464,751 150,158 4,601,665 Michael Lawless 6,491,754 123,155 4,601,665 Stephen Deitsch 6,026,837 588,072 4,601,665 Timothy Hanlon 6,055,695 559,214 4,601,665 Thomas Birch 6,113,612 501,297 4,601,665 All five director nominees were duly elected. Proposal 2 - Ratification of appointment of independent registered accounting firm –","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1554818/000168316823009146/0001683168-23-009146-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-12-29"}],"fact_type":"shareholder_vote"},{"claim_id":"758f14d7ad79d5801b4987a99b230ba7cafa667d","claim":"AUDDIA INC. shareholders approved Proposal No. 3 — To grant the board of directors discretionary authority regarding a proposed reverse stock split. at the 2023-12-29 meeting.","evidence_excerpt":"if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 5.07 Submission of Matters to a Vote of Security Holders. On December 29, 2023, the Company held its 2023 Annual Meeting of Stockholders. The matters voted upon at the Annual Meeting and the results of such voting are set forth below. Proposal 1 - Election of five directors to serve a term ending at the 2024 annual meeting, in each case until their respective successors are duly elected and qualified. Nominee Votes For Withheld Broker Non-Votes Jeffrey Thramann 6,464,751 150,158 4,601,665 Michael Lawless 6,491,754 123,155 4,601,665 Stephen Deitsch 6,026,837 588,072 4,601,665 Timothy Hanlon 6,055,695 559,214 4,601,665 Thomas Birch 6,113,612 501,297 4,601,665 All five director nominees were duly elected. Proposal 2 - Ratification of appointment of independent registered accounting firm –","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1554818/000168316823009146/0001683168-23-009146-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"reverse split"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-12-29"}],"fact_type":"shareholder_vote"},{"claim_id":"964661e7c63fc6f8be9fa4615125866c88e33756","claim":"AUDDIA INC. shareholders approved Proposal 1 - Election of five directors to serve a term ending at the 2024 annual meeting, in each case until their respective successors are duly elected and qualified. at the 2023-12-29 meeting.","evidence_excerpt":"if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 5.07 Submission of Matters to a Vote of Security Holders. On December 29, 2023, the Company held its 2023 Annual Meeting of Stockholders. The matters voted upon at the Annual Meeting and the results of such voting are set forth below. Proposal 1 - Election of five directors to serve a term ending at the 2024 annual meeting, in each case until their respective successors are duly elected and qualified. Nominee Votes For Withheld Broker Non-Votes Jeffrey Thramann 6,464,751 150,158 4,601,665 Michael Lawless 6,491,754 123,155 4,601,665 Stephen Deitsch 6,026,837 588,072 4,601,665 Timothy Hanlon 6,055,695 559,214 4,601,665 Thomas Birch 6,113,612 501,297 4,601,665 All five director nominees were duly elected. Proposal 2 - Ratification of appointment of independent registered accounting firm –","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1554818/000168316823009146/0001683168-23-009146-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-12-29"}],"fact_type":"shareholder_vote"},{"claim_id":"bdc5a0e46a8ab8b2ca45c270268792071b96d877","claim":"AUDDIA INC. shareholders approved Proposal 4 – Approval of the issuance of shares pursuant to the Company’s equity line at the 2023-12-29 meeting.","evidence_excerpt":"if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 5.07 Submission of Matters to a Vote of Security Holders. On December 29, 2023, the Company held its 2023 Annual Meeting of Stockholders. The matters voted upon at the Annual Meeting and the results of such voting are set forth below. Proposal 1 - Election of five directors to serve a term ending at the 2024 annual meeting, in each case until their respective successors are duly elected and qualified. Nominee Votes For Withheld Broker Non-Votes Jeffrey Thramann 6,464,751 150,158 4,601,665 Michael Lawless 6,491,754 123,155 4,601,665 Stephen Deitsch 6,026,837 588,072 4,601,665 Timothy Hanlon 6,055,695 559,214 4,601,665 Thomas Birch 6,113,612 501,297 4,601,665 All five director nominees were duly elected. Proposal 2 - Ratification of appointment of independent registered accounting firm –","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1554818/000168316823009146/0001683168-23-009146-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"equity plan"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-12-29"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}