Sec Form 3 Filing - STONEHOCKER TIMOTHY @ 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
STONEHOCKER TIMOTHY
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 Technology 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
Class A Common Stock( 1 ) 750,964 D
Restricted Stock Unit (RSU) 99,429( 2 ) D
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) $ 1.3894 ( 3 ) 05/19/2025 Class A Common Stock 222,250 D
Stock Options (Right to buy) $ 2.1777 ( 4 ) 12/15/2026 Class A Common Stock 416,719 D
Stock Options (Right to buy) $ 2.8976 ( 5 ) 08/15/2029 Class A Common Stock 166,688 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
STONEHOCKER TIMOTHY
C/O SOUNDHOUND 5400 BETSY ROSS DRIVE
SANTA CLARA, CA95054
Chief Technology Officer
Signatures
/s /Warren Heit, attorney-in-fact for STONEHOCKER TIMOTHY 05/06/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the issuance of the Issuer's securities in exchange for securities of SoundHound, Inc. ("SoundHound") 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 (the "Transaction").
( 2 )Represents Restricted Stock Units ("RSUs") issued in the Transaction in exchange for SoundHound RSUs granted on March 31, 2022. The shares subject to this RSU award shall vest 100% on November 15, 2022.
( 3 )Represents stock options issued in the Transaction in exchange for SoundHound options granted between October17, 2006 and May19, 2015. The shares subject to the option vested 100% at grant date.
( 4 )Represents stock options issued in the Transaction in exchange for SoundHound options granted on December 15, 2016. The shares subject to the option vested in 48 equal monthly installments. The stock option is fully vested as of the date of this filing.
( 5 )Represents stock options issued in the Transaction in exchange for SoundHound options granted on August 15, 2019. The shares subject to the option vested 25% of the shares on January 8, 2019 and the remainder vests in 36 equal monthly installments thereafter, subject to Reporting Person's continuous service through each such vesting date.

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).
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