Auddia Inc. Files 8-K with Material Agreement

TL;DR

Auddia Inc. (AUUD) filed an 8-K on 8/22/25 for a material definitive agreement. Big news pending.

AI Summary

On August 22, 2025, Auddia Inc. filed an 8-K report detailing a material definitive agreement. The filing also includes financial statements and exhibits, indicating significant corporate activity. The company, formerly known as Clip Interactive, LLC, is incorporated in Delaware and headquartered in Boulder, Colorado.

Why It Matters

This 8-K filing signals a significant corporate event for Auddia Inc., potentially impacting its business operations, financial standing, and investor relations.

Risk Assessment

Risk Level: medium — 8-K filings often precede significant corporate events, which can introduce volatility and uncertainty for investors.

Key Numbers

• 001-40071 — SEC File Number (Identifies the company's filing with the SEC.)
• 45-4257218 — EIN (Employer Identification Number for tax purposes.)

Key Players & Entities

• AUDDIA INC. (company) — Registrant
• Clip Interactive, LLC (company) — Former company name
• August 22, 2025 (date) — Date of Report
• Delaware (jurisdiction) — State of Incorporation
• Boulder, Colorado (location) — Business Address

FAQ

Key Financial Figures

• $0.001 — l shares of its common stock, par value $0.001 per share (the " Common Stock "), havin
• $10,000,000 — ng an aggregate offering price of up to $10,000,000 (the " Shares ") from time to time, thr
• $3,042,500 — relating to the offer and sale of up to $3,042,500 of shares of its Common Stock in the AT

Filing Documents

• auddia_8k.htm (8-K) — 36KB
• auddia_ex0101.htm (EX-1.1) — 243KB
• auddia_ex0501.htm (EX-5.1) — 14KB
• 0001683168-25-006407.txt ( ) — 558KB
• auud-20250822.xsd (EX-101.SCH) — 3KB
• auud-20250822_def.xml (EX-101.DEF) — 26KB
• auud-20250822_lab.xml (EX-101.LAB) — 36KB
• auud-20250822_pre.xml (EX-101.PRE) — 25KB
• auddia_8k_htm.xml (XML) — 5KB

01

Item 1.01. Entry into a Material Definitive Agreement. On August 22, 2025, Auddia Inc. (the " Company ") entered into an At-the-Market Issuance Sales Agreement (the " Sales Agreement ") with Ascendiant Capital Markets, LLC, as sales agent (the " Agent "), to sell shares of its common stock, par value $0.001 per share (the " Common Stock "), having an aggregate offering price of up to $10,000,000 (the " Shares ") from time to time, through an "at the market offering" (the " ATM Offering ") as defined in Rule 415 under the Securities Act of 1933, as amended (the " Securities Act "). The aggregate market value of shares of its Common Stock eligible for sale under the Sales Agreement will be subject to the limitations of General Instruction I.B.6 of Form S-3, to the extent required under such instruction. On August 22, 2025, the Company filed a prospectus supplement with the Securities and Exchange Commission (" SEC ") relating to the offer and sale of up to $3,042,500 of shares of its Common Stock in the ATM Offering, which is based on the limitations of General Instruction I.B.6 of Form S-3. The offer and sale of the Shares will be made pursuant to the Company's effective "shelf" registration statement on Form S-3 and an accompanying base prospectus contained therein (Registration Statement No. 333-288185) filed with the SEC on June 24, 2025, and declared effective by the SEC on June 27, 2025. This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of any offer to buy the Shares, nor shall there be any offer, solicitation or sale of the Shares in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state. and conditions of the Sales Agreement, the Agent will use its commercially reasonable efforts to sell the Shares, based upon the Company's instructions, consistent with its normal trading and sales practices and applic

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. The following exhibits are filed with this Form 8-K: Exhibit Number Description 1.1 At-The-Market Issuance Sales Agreement, dated August 22, 2025, by and between Auddia Inc. and Ascendiant Capital Markets, LLC. 5.1 Opinion of Carroll Legal LLC. 23.1 Consent of Carroll Legal LLC (included in Exhibit 5.1 ). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 2

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. AUDDIA INC. August 22, 2025 By: /s/ John E. Mahoney Name: John E. Mahoney Title: Chief Financial Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR