Auddia Inc. Files 8-K: Agreements, Equity Sales, and Officer Changes
Ticker: AUUD · Form: 8-K · Filed: Aug 29, 2025 · CIK: 1554818
| Field | Detail |
|---|---|
| Company | Auddia Inc. (AUUD) |
| Form Type | 8-K |
| Filed Date | Aug 29, 2025 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $1.9 million, $1.77 million, $4.486, $2.65 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, equity-sale, corporate-governance
Related Tickers: AUUD
TL;DR
Auddia Inc. inked a deal, sold some stock, and shuffled execs on 8/25.
AI Summary
On August 25, 2025, Auddia Inc. entered into a material definitive agreement, likely related to its operations. The company also reported on unregistered sales of equity securities and changes in its board and officer composition, including compensatory arrangements. These events suggest potential financing activities and corporate governance adjustments.
Why It Matters
This filing indicates potential new financing or strategic partnerships for Auddia Inc., alongside internal corporate changes that could impact its future direction and management.
Risk Assessment
Risk Level: medium — The filing involves material definitive agreements and unregistered equity sales, which can carry inherent risks related to financing and dilution.
Key Players & Entities
- AUDDIA INC. (company) — Registrant
- August 25, 2025 (date) — Date of Earliest Event Reported
- Delaware (jurisdiction) — State of Incorporation
- Clip Interactive, LLC (company) — Former Company Name
- 001-40071 (identifier) — SEC File Number
FAQ
What is the nature of the material definitive agreement entered into by Auddia Inc. on August 25, 2025?
The filing indicates an 'Entry into a Material Definitive Agreement' as an item of disclosure, but the specific details of the agreement are not provided in the provided text.
What type of equity securities were sold by Auddia Inc. under the unregistered sales disclosure?
The filing mentions 'Unregistered Sales of Equity Securities' as an item of disclosure, but the specific type and amount of securities are not detailed in the provided text.
What specific changes occurred in Auddia Inc.'s board of directors or officer positions?
The filing lists 'Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers' as an item of disclosure, indicating changes in personnel and potentially compensation, but specifics are not in the text.
What is the significance of the 'Other Events' item reported by Auddia Inc.?
The 'Other Events' item suggests that Auddia Inc. is reporting additional material information not covered by the other standard 8-K items, but the nature of these events is not specified in the provided text.
When was Auddia Inc. formerly known as Clip Interactive, LLC?
The date of the name change from Clip Interactive, LLC to Auddia Inc. was July 24, 2012.
Filing Stats: 864 words · 3 min read · ~3 pages · Grade level 10.8 · Accepted 2025-08-29 16:45:43
Key Financial Figures
- $1.9 million — White Lion Capital for cash proceeds of $1.9 million. Later in August 2025, the Company iss
- $1.77 million — reement for additional cash proceeds of $1.77 million. As previously disclosed in our Form 1
- $4.486 — of common stock at an exchange price of $4.486 per common share. Later in August 2025
- $2.65 — of common stock at an exchange price of $2.65 per common share. No shares of Series B
Filing Documents
- auddia_8k.htm (8-K) — 34KB
- 0001683168-25-006581.txt ( ) — 239KB
- auud-20250825.xsd (EX-101.SCH) — 3KB
- auud-20250825_def.xml (EX-101.DEF) — 26KB
- auud-20250825_lab.xml (EX-101.LAB) — 36KB
- auud-20250825_pre.xml (EX-101.PRE) — 25KB
- auddia_8k_htm.xml (XML) — 5KB
01
Item 1.01. Entry into a Material Definitive Agreement. The information set forth in Item 8.01 below of this Current Report on Form 8-K is incorporated herein by reference.
02. Unregistered Sales of Equity Securities
Item 3.02. Unregistered Sales of Equity Securities. The information set forth in Item 8.01 below of this Current Report on Form 8-K is incorporated herein by reference. The securities described below were not registered under the Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any state, and were offered and sold in reliance on the exemptions from registration under the Securities Act afforded by Section 3(a)(9) and Section 4(a)(2) thereunder.
02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers. On August 25, 2025, Auddia Inc. (the "Company") announced that Peter Shoebridge intends to resign from his position as Chief Technology Officer of the Company effective August 29, 2025. Mr. Shoebridge's resignation did not result from any disagreement or difference of opinion with the Company with respect to its operations, policies, practices, internal controls, financial Company's financial controls or audit procedures. Pursuant to Section 5.2 of Mr. Shoebridge's existing Employment Agreement dated October 13, 2021, Mr. Shoebridge will be entitled, subject to his non-revocation of a general release of claims in favor of the Company, to the following separation benefits: (i) the Company will continue to pay to Mr. Shoebridge his current base salary for the next nine months; and (ii) the Company will pay Mr. Shoebridge's COBRA health insurance continuation premiums for up to the next nine months.
01. Other Events
Item 8.01. Other Events. Update on Recent Financing Transactions. As previously disclosed in our Form 10-Q Quarterly Report for the period ended June 30, 2025 filed on August 8, 2025, in July and early August 2025, the Company issued 360,000 shares of common stock under our existing Equity Line Common Stock Purchase Agreement with White Lion Capital for cash proceeds of $1.9 million. Later in August 2025, the Company issued an additional 610,000 shares of common stock under our existing Equity Line Common Stock Purchase Agreement for additional cash proceeds of $1.77 million. As previously disclosed in our Form 10-Q Quarterly Report filed on August 8, 2025, on August 5, 2025, the Company entered into a series of exchange agreements (the "Exchange Agreements") with certain accredited investors to exchange 569 outstanding shares of the Company's Series B preferred stock (including accrued dividends thereon) for 132,724 shares of common stock at an exchange price of $4.486 per common share. Later in August 2025, the Company entered into additional Exchange Agreements with certain accredited investors to exchange 966 additional outstanding shares of the Company's Series B preferred stock (including accrued dividends thereon) for 387,850 additional shares of common stock at an exchange price of $2.65 per common share. No shares of Series B preferred stock remain outstanding. As a result of these transactions, the Company now has approximately 2,145,533 total common shares outstanding as of August 25, 2025. 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 29, 2025 By: /s/ John Mahoney Name: John Mahoney Title: Chief Financial Officer 3