LivePerson Announces 1-for-15 Reverse Stock Split

TL;DR

LPSN doing a 1-for-15 reverse split to stay on Nasdaq. Hope it works!

AI Summary

LivePerson, Inc. announced a 1-for-15 reverse stock split of its common stock, effective October 8, 2025. This action aims to increase the per-share market price of its common stock to meet the minimum bid price requirement for continued listing on the Nasdaq Capital Market.

Why It Matters

This reverse stock split is a strategic move to comply with Nasdaq listing rules and avoid delisting, which could impact investor confidence and stock liquidity.

Risk Assessment

Risk Level: medium — Reverse stock splits are often a sign of underlying business challenges and can sometimes lead to further stock price declines if the market perceives it as a cosmetic fix.

Key Numbers

• 1-for-15 — Reverse Stock Split Ratio (This ratio consolidates existing shares into fewer, higher-priced shares.)

Key Players & Entities

• LivePerson, Inc. (company) — Registrant
• Nasdaq Capital Market (company) — Exchange where stock is listed
• October 8, 2025 (date) — Effective date of reverse stock split
• 1-for-15 (other) — Ratio of reverse stock split

FAQ

Key Financial Figures

• $0.001 — ich registered Common Stock, par value $0.001 per share LPSN The Nasdaq Stock Market

Filing Documents

• lpsn-20251008.htm (8-K) — 40KB
• exhibit31-lpsnreversestock.htm (EX-3.1) — 11KB
• 0001102993-25-000171.txt ( ) — 211KB
• lpsn-20251008.xsd (EX-101.SCH) — 2KB
• lpsn-20251008_def.xml (EX-101.DEF) — 7KB
• lpsn-20251008_lab.xml (EX-101.LAB) — 29KB
• lpsn-20251008_pre.xml (EX-101.PRE) — 17KB
• lpsn-20251008_htm.xml (XML) — 4KB

03 Material Modification to Rights of Security Holders

Item 3.03 Material Modification to Rights of Security Holders. To the extent required by Item 3.03 of Form 8-K, the information set forth under Item 5.03 of this Current Report on Form 8-K is incorporated herein by reference into this Item 3.03.

03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. Reverse Stock Split As previously reported, at a Special Meeting of Stockholders of LivePerson, Inc. ("LivePerson," the "Company," "we" or "us") on October 2, 2025 (the "Special Meeting"), the Company's stockholders approved a proposal to approve an amendment to the Company's Fourth Amended and Restated Certificate of Incorporation, as amended, (i) to effect a reverse stock split of the Company's common stock, par value $0.001 per share, subject to the Board of Directors' discretion, at a ratio of not less than 1-for-5 and not greater than 1-for-20, with the exact ratio to be set within that range at the discretion of the Board of Directors, without further approval or authorization of the stockholders, prior to the one-year anniversary of the date on which the reverse stock split is approved by the Company's stockholders at the Special Meeting and (ii) if and when the reverse stock split is effected, to decrease the number of authorized shares of the Company's common stock in the same ratio as is selected for the reverse stock split. Following the Special Meeting, the Board approved a reverse stock split (the "Reverse Stock Split") at a ratio of 1-for-15 (the "Reverse Stock Split Ratio") and a corresponding reduction in the number of authorized shares of common stock (the "Authorized Share Reduction"). On October 13, 2025, the Company plans to file a Certificate of Amendment No. 3 to the Company's certificate of incorporation (the "Certificate of Amendment") with the Secretary of State of the State of Delaware, as a result of which the Reverse Stock Split and the Authorized Share Reduction are expected to be effected prior to market open on October 13, 2025 (the "Effective Time"). The foregoing description of the Certificate of Amendment does not purport to be complete and is qualified in its entirety by reference to the complete text of the form of the Certificate of Amen

Forward-Looking Statements

Forward-Looking Statements

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. The following documents are included as exhibits to this report: Exhibit No. Description 3.1 Form of Certificate of Amendment No. 3 to the Company's Fourth Amended and Restated Certificate of Incorporation, as amended . 104.1 Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURE 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. Date: October 8, 2025 LIVEPERSON, INC. (Registrant) By: /s/ MONICA L. GREENBERG Monica L. Greenberg Executive Vice President, Policy and General Counsel

View Full Filing

View this 8-K filing on SEC EDGAR