Sec Form 3 Filing - ZAGORSEK MICHAEL @ SOUNDHOUND AI, INC. - 2022-04-26

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
ZAGORSEK MICHAEL
2. Issuer Name and Ticker or Trading Symbol
SOUNDHOUND AI, INC. [ SOUN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Operating Officer
(Last) (First) (Middle)
C/O SOUNDHOUND 5400 BETSY ROSS DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
04/26/2022
(Street)
SANTA CLARA, CA95054
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to buy) $ 2.1615 ( 1 ) 07/26/2026 Class A Common Stock 416,718 D
Stock Options (Right to buy) $ 2.1777 ( 2 ) 09/06/2027 Class A Common Stock 138,906 D
Stock Options (Right to buy) $ 2.8976 ( 3 ) 08/15/2029 Class A Common Stock 138,907 D
Stock Options (Right to buy) $ 3.6661 ( 4 ) 10/26/2030 Class A Common Stock 444,499 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ZAGORSEK MICHAEL
C/O SOUNDHOUND 5400 BETSY ROSS DRIVE
SANTA CLARA, CA95054
Chief Operating Officer
Signatures
/s /Warren Heit, attorney-in-fact for ZAGORSEK MICHAEL 05/06/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents stock options issued pursuant to that certain Merger Agreement, dated as of November 15, 2021, by and among Archimedes Tech SPAC Partners Co., ATSPC Merger Sub, Inc. and SoundHound, Inc. ("SoundHound") (the "Transaction"), in exchange for SoundHound stock options granted on July 26, 2026. The shares subject to the option vested 25% on July 11, 2017 and then in 36 equal monthly installments thereafter. The stock option is fully vested as of the date of this filing.
( 2 )Represents stock options issued in the Transaction in exchange for SoundHound stock options granted on September 6, 2017. The shares subject to the option vested 25% on August 1, 2018 and then in 36 equal monthly installments thereafter. The stock option is fully vested as of the date of this filing.
( 3 )Represents stock options issued in the Transaction in exchange for SoundHound stock options granted on August 15, 2019. The shares subject to the option vested 25% on August 1, 2020 and then in 36 equal monthly installments thereafter.
( 4 )Represents stock options issued in the Transaction in exchange for SoundHound stock options granted on October 27, 2020. The shares subject to the option vests in 48 equal monthly installments beginning on November 1, 2020.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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