Podstawowe statystyki
| CIK | 1554818 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Auddia Inc.
SEC Filings (Chronological Order)
Na tej stronie znajduje się pełna, chronologiczna lista zgłoszeń SEC, z wyłączeniem zgłoszeń własności, które udostępniamy gdzie indziej.
| May 20, 2026 |
Exhibit 99.1 THRAMANN HOLDINGS LLC AND SUBSIDIARIES COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS THREE MONTHS ENDED MARCH 31, 2026 AND 2025 THRAMANN HOLDINGS LLC AND SUBSIDIARIES FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2026 and 2025 TABLE OF CONTENTS Page Financial Statements: Combined and Consolidated Balance Sheets as of March 31, 2026 (unaudited) and December 31, 2025 2 Combined and Consolid |
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| May 20, 2026 |
Exhibit 99.2 SELECTED UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following summary Unaudited Pro Forma Condensed Combined Balance Sheet as of March 31, 2026, and the summary Unaudited Pro Forma Condensed Combined Statements of Operations for the periods ended March 31, 2026 and 2025, respectively, present the combination of (a) the financial information of McCarthy Finney, a |
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| May 20, 2026 |
Auddia Inc. Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 20, 2026 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Comm |
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| May 20, 2026 |
Exhibit 99.1 THRAMANN HOLDINGS LLC AND SUBSIDIARIES COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS THREE MONTHS ENDED MARCH 31, 2026 AND 2025 THRAMANN HOLDINGS LLC AND SUBSIDIARIES FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2026 and 2025 TABLE OF CONTENTS Page Financial Statements: Combined and Consolidated Balance Sheets as of March 31, 2026 (unaudited) and December 31, 2025 2 Combined and Consolid |
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| May 20, 2026 |
Exhibit 99.2 SELECTED UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following summary Unaudited Pro Forma Condensed Combined Balance Sheet as of March 31, 2026, and the summary Unaudited Pro Forma Condensed Combined Statements of Operations for the periods ended March 31, 2026 and 2025, respectively, present the combination of (a) the financial information of McCarthy Finney, a |
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| May 20, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 20, 2026 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| May 15, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly REPORT pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2026 Or ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-40071 AUDDIA |
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| May 8, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 7, 2026 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| April 29, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 23, 2026 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Number) |
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| April 29, 2026 |
Exhibit 10.1 EXCHANGE AGREEMENT This Exchange Agreement (the “Agreement”) is entered into as of the date set forth on the signature pages below, by and among Auddia Inc., a Delaware corporation (the “Company”) and the investor signatory hereto (the “Holder”), with reference to the following facts: A. Prior to the date hereof, (i) the Company and the Holder and/or certain other investors (the “Othe |
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| April 27, 2026 |
COMMON STOCK PURCHASE WARRANT Auddia INC. Exhibit 4.2 COMMON STOCK PURCHASE WARRANT Auddia INC. Warrant Shares: Issue Date: April 27, 2026 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise D |
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| April 27, 2026 |
Auddia Inc. S-1 Filed Pursuant to Rule 424(b)(4) Registration No. 333-294887 AUDDIA INC. Up to 1,405,006 Shares of Common Stock Up to 3,679,737 Pre-Funded Warrants to Purchase Shares of Up to 3,679,737 Shares of Common Stock Up to 5,084,743 Common Warrants to Purchase Up to 5,084,743 Shares of Common Stock Up to 8,764,480 Shares of Common Stock underlying Pre-Funded Warrants and Common Warrants We |
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| April 27, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 24, 2026 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Number) |
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| April 27, 2026 |
PRE-FUNDED COMMON STOCK PURCHASE WARRANT AUDDIA INC. Exhibit 4.1 PRE-FUNDED COMMON STOCK PURCHASE WARRANT AUDDIA INC. Warrant Shares: Issue Date: April 27, 2026 Initial Exercise Date: April 27, 2026 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time o |
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| April 27, 2026 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of April 24, 2026, between Auddia Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set forth i |
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| April 23, 2026 |
Filed Pursuant to Rule 433 Free Writing Prospectus dated April 23, 2026 Relating to Preliminary Prospectus dated April 3, 2026 Registration Statement File No. |
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| April 21, 2026 |
AUDDIA INC. 1680 38th Street, Suite 130 BOULDER, CO 80301 AUDDIA INC. 1680 38th Street, Suite 130 BOULDER, CO 80301 VIA EDGAR April 21, 2026 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Auddia Inc. Registration Statement on Form S-1 (File No. 333-294887) Acceleration Request: Requested Date: April 23, 2025 Requested Time: 4:00 P.M. Eastern Time Dear Ladies and Gentlemen: Pursuant to Rule |
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| April 7, 2026 |
As filed with the Securities and Exchange Commission on April 7, 2026. As filed with the Securities and Exchange Commission on April 7, 2026. Registration No. 333-294887 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A Amendment No. 1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Auddia Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 7371 (P |
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| April 3, 2026 |
COMMON STOCK PURCHASE WARRANT Auddia INC. Exhibit 4.6 EXHIBIT B COMMON STOCK PURCHASE WARRANT Auddia INC. Warrant Shares: Issue Date: , 2026 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise |
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| April 3, 2026 |
CALCULATION OF FILING FEE TABLES AUDDIA INC. Table 1: Newly Registered and Carry Forward Securities Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-1 AUDDIA INC. Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common Stock, $0.001 par |
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| April 3, 2026 |
PRE-FUNDED COMMON STOCK PURCHASE WARRANT AUDDIA INC. Exhibit 4.5 EXHIBIT A PRE-FUNDED COMMON STOCK PURCHASE WARRANT AUDDIA INC. Warrant Shares: Issue Date: , 2026 Initial Exercise Date: , 2026 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or a |
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| April 3, 2026 |
As filed with the Securities and Exchange Commission on April 3, 2026. Table of Contents As filed with the Securities and Exchange Commission on April 3, 2026. |
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| April 3, 2026 |
Exhibit 10.29 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of April [ ], 2026, between Auddia Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set forth |
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| April 2, 2026 |
Exhibit 3.1 Delaware The First State Page 1 5096256 8100 SR# 20261530949 You may verify this certificate online at corp.delaware.gov/authver.shtml Authentication: 203532741 Date: 04 - 01 - 26 I, CHARUNI PATIBANDA - SANCHEZ, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF “AUDDIA INC.”, FILED IN THIS OFFICE ON |
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| April 2, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 30, 2026 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Number) |
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| March 30, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-(e)(2)) ☒ Definitive Proxy Statem |
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| March 20, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-(e)(2)) ☐ Definitive Proxy Statem |
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| March 6, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x AnNUAL REPORT pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2025 or ¨ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transaction period from to Commission File No. 001-40071 AUDDIA INC |
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| March 6, 2026 |
Exhibit 99.1 Thramann Holding LLC AND SUBSIDIARIES COMBINED and consolidated FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 2025 AND 2024 Thramann Holding LLC AND SUBSIDIARIES FOR THE ANNUAL PERIOD ENDED DECEMBER 31, 2025 and 2024 TABLE OF CONTENTS Page Report of Independent Registered Public Accounting Firm 2 Financial Statements: Combined and Consolidated Balance Sheets as of December 31, 2025 an |
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| March 6, 2026 |
SELECTED UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.2 SELECTED UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following summary Unaudited Pro Forma Condensed Combined Balance Sheet as of December 31, 2025, and the summary Unaudited Pro Forma Condensed Combined Statements of Operations for the years ended December 31, 2025 and 2024, respectively, present the combination of (a) the financial information of McCarthy Finney |
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| March 6, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 6, 2026 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Number) |
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| February 25, 2026 |
Filed by Auddia Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Auddia Inc. Commission File No.: 001-40071 Date: February 25, 2026 This filing relates to the proposed transaction pursuant to the terms of that certain Agreement and Plan of Merger (the “Merger Agreement”), dated as of Febru |
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| February 19, 2026 |
Exhibit 99.1 Auddia Announces Signing of Definitive Merger Agreement for Business Combination Auddia proposes to merge with Thramann Holdings and restructure into a holding company called McCarthy Finney with ticker symbol changing to MCFN Auddia shareholders to own approximately 20% of MCFN at closing Company estimates base case DCF valuation of McCarthy Finney to be $250 million BOULDER, CO / Fe |
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| February 19, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 17, 2026 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Nu |
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| February 17, 2026 |
Exhibit 99.2 Thramann Holding LLC AND SUBSIDIARIES COMBINED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 2024 AND 2023 Thramann Holding LLC AND SUBSIDIARIES FOR THE ANNUAL PERIOD ENDED DECEMBER 31, 2024 TABLE OF CONTENTS Page Report of Independent Registered Public Accounting Firm 2 Financial Statements: Combined Balance Sheets as of December 31, 2024 and 2023 (Audited) 3 Combined Statements of O |
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| February 17, 2026 |
Exhibit 3.1 CERTIFICATE OF DESIGNATIONS OF RIGHTS AND PREFERENCES OF SERIES [] CONVERTIBLE PREFERRED STOCK OF MCCARTHY FINNEY, INC. I, [ ], hereby certify that I am the [ ] of McCarthy Finney, Inc.(the “Company”), a corporation organized and existing under the Delaware General Corporation Law (the “DGCL”), and further do hereby certify: That pursuant to the authority expressly conferred upon the B |
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| February 17, 2026 |
Exhibit 10.1 SUPPORT AGREEMENT This Support Agreement (this “Agreement”), is made as of February [●], 2026, by and among Auddia Inc., a Delaware corporation (“Auddia”), Thramann Holdings, LLC, a Colorado limited liability company (“Thramann”), and the Person set forth on Schedule A hereto (the “Stockholder”). Capitalized terms used but not otherwise defined herein shall have the respective meaning |
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| February 17, 2026 |
Exhibit 3.1 CERTIFICATE OF DESIGNATIONS OF RIGHTS AND PREFERENCES OF SERIES [] CONVERTIBLE PREFERRED STOCK OF MCCARTHY FINNEY, INC. I, [ ], hereby certify that I am the [ ] of McCarthy Finney, Inc.(the “Company”), a corporation organized and existing under the Delaware General Corporation Law (the “DGCL”), and further do hereby certify: That pursuant to the authority expressly conferred upon the B |
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| February 17, 2026 |
Exhibit 99.3 Thramann Holding LLC AND SUBSIDIARIES COMBINED FINANCIAL STATEMENTS NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024 1 THRAMANN HOLDINGS LLC AND SUBSIDIARIES FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024 TABLE OF CONTENTS Financial Statements: Combined Balance Sheets as of September 30, 2025 (Unaudited) and December 31, 2024 3 Combined Statements of Operations for the Nine Months |
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| February 17, 2026 |
Exhibit 99.1 Auddia Announces Signing of Definitive Merger Agreement for Business Combination Auddia proposes to merge with Thramann Holdings and restructure into a holding company called McCarthy Finney with ticker symbol changing to MCFN Auddia shareholders to own approximately 20% of MCFN at closing Company estimates base case DCF valuation of McCarthy Finney to be $250 million BOULDER, CO / Fe |
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| February 17, 2026 |
Exhibit 10.1 SUPPORT AGREEMENT This Support Agreement (this “Agreement”), is made as of February [●], 2026, by and among Auddia Inc., a Delaware corporation (“Auddia”), Thramann Holdings, LLC, a Colorado limited liability company (“Thramann”), and the Person set forth on Schedule A hereto (the “Stockholder”). Capitalized terms used but not otherwise defined herein shall have the respective meaning |
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| February 17, 2026 |
Exhibit 99.3 Thramann Holding LLC AND SUBSIDIARIES COMBINED FINANCIAL STATEMENTS NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024 1 THRAMANN HOLDINGS LLC AND SUBSIDIARIES FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024 TABLE OF CONTENTS Financial Statements: Combined Balance Sheets as of September 30, 2025 (Unaudited) and December 31, 2024 3 Combined Statements of Operations for the Nine Months |
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| February 17, 2026 |
Exhibit 4.1 [FORM OF SENIOR NOTE] THE ISSUANCE AND SALE OF THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THIS NOTE MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN OPINION OF COUNSEL |
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| February 17, 2026 |
Auddia Inc. Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 17, 2026 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) |
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| February 17, 2026 |
Lock-Up Agreement February [●], 2026 Exhibit 10.2 Lock-Up Agreement February [●], 2026 Ladies and Gentlemen: The undersigned (the “Stockholder”) understands that: (i) McCarthy Finney, Inc., a Delaware corporation (the “Holdco”), has entered into an Agreement and Plan of Merger, dated as of February [●], 2026 (as such agreement may be amended, restated, amended and restated or otherwise modified from time to time, the “Merger Agreemen |
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| February 17, 2026 |
Lock-Up Agreement February [●], 2026 Exhibit 10.2 Lock-Up Agreement February [●], 2026 Ladies and Gentlemen: The undersigned (the “Stockholder”) understands that: (i) McCarthy Finney, Inc., a Delaware corporation (the “Holdco”), has entered into an Agreement and Plan of Merger, dated as of February [●], 2026 (as such agreement may be amended, restated, amended and restated or otherwise modified from time to time, the “Merger Agreemen |
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| February 17, 2026 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among MCCARTHY FINNEY, INC., AUDDIA MERGER SUB, INC., THRAMANN MERGER SUB LLC, AUDDIA INC. and THRAMANN HOLDINGS, LLC Dated as of February 17, 2026 THIS IS A DRAFT DOCUMENT THAT HAS BEEN PREPARED TO FACILITATE DISCUSSIONS REGARDING A PROPOSED TRANSACTION AMONG THE PARTIES, AND IS SUBJECT TO REVIEW AND COMMENT IN ALL RESPECTS. THIS DOCUMENT IS NOT INT |
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| February 17, 2026 |
SELECTED UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.4 SELECTED UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following summary Unaudited Pro Forma Condensed Combined Balance Sheet as of September 30, 2025, and the summary Unaudited Pro Forma Condensed Combined Statements of Operations for the nine months ended September 30, 2025 and for the year ended December 31, 2024 present the combination of (a) the financial infor |
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| February 17, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 17, 2026 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Numb |
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| February 17, 2026 |
Exhibit 99.2 Thramann Holding LLC AND SUBSIDIARIES COMBINED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 2024 AND 2023 Thramann Holding LLC AND SUBSIDIARIES FOR THE ANNUAL PERIOD ENDED DECEMBER 31, 2024 TABLE OF CONTENTS Page Report of Independent Registered Public Accounting Firm 2 Financial Statements: Combined Balance Sheets as of December 31, 2024 and 2023 (Audited) 3 Combined Statements of O |
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| February 17, 2026 |
Exhibit 4.1 [FORM OF SENIOR NOTE] THE ISSUANCE AND SALE OF THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THIS NOTE MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN OPINION OF COUNSEL |
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| February 17, 2026 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among MCCARTHY FINNEY, INC., AUDDIA MERGER SUB, INC., THRAMANN MERGER SUB LLC, AUDDIA INC. and THRAMANN HOLDINGS, LLC Dated as of February 17, 2026 THIS IS A DRAFT DOCUMENT THAT HAS BEEN PREPARED TO FACILITATE DISCUSSIONS REGARDING A PROPOSED TRANSACTION AMONG THE PARTIES, AND IS SUBJECT TO REVIEW AND COMMENT IN ALL RESPECTS. THIS DOCUMENT IS NOT INT |
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| February 17, 2026 |
SELECTED UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.4 SELECTED UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following summary Unaudited Pro Forma Condensed Combined Balance Sheet as of September 30, 2025, and the summary Unaudited Pro Forma Condensed Combined Statements of Operations for the nine months ended September 30, 2025 and for the year ended December 31, 2024 present the combination of (a) the financial infor |
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| February 17, 2026 |
Exhibit 99.1 Auddia Announces Signing of Definitive Merger Agreement for Business Combination Auddia proposes to merge with Thramann Holdings and restructure into a holding company called McCarthy Finney with ticker symbol changing to MCFN Auddia shareholders to own approximately 20% of MCFN at closing Company estimates base case DCF valuation of McCarthy Finney to be $250 million BOULDER, CO / Fe |
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| February 2, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 2, 2026 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| January 20, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 16, 2026 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| December 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 12, 2025 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Numb |
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| November 26, 2025 |
S-1 As confidentially submitted to the Securities and Exchange Commission on November 26, 2025. |
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| November 26, 2025 |
Goodwin Procter LLP 3025 John F. Kennedy Blvd Philadelphia, PA 19104 goodwinlaw.com +1 445 207 7800 November 26, 2025 CONFIDENTIAL SUBMISSION VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: Auddia, Inc. Draft Registration Statement on Form S-1 Ladies and Gentlemen: On behalf of Auddia Inc. (the “Company”), we are conf |
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| November 17, 2025 |
UNITED STATES OF AMERICA BEFORE THE SECURITIES AND EXCHANGE COMMISSION November 17, 2025 In the Matter of Auddia Inc. |
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| November 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly REPORT pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2025 Or ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-40071 AU |
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| October 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 17, 2025 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| October 16, 2025 |
Exhibit 99.2 NASDAQ: AUUD 1 AUUD Overview Deck NASDAQ AUUD Disclaimer The information in this material is provided for general information purposes only and does not take into account the investment objectives, financial situation and particular needs of any individual or entity. This presentation contains forward - looking statements within the meaning of the Private Securities Litigation Reform |
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| October 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 16, 2025 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| October 16, 2025 |
Exhibit 99.1 Auddia Announces New Corporate Overview on Company Website Webcast Scheduled at LD Micro Conference on Tuesday October 21, 2025 at 2:00 PM PT Overview reflects previously announced proposals to restructure Auddia as a holding company delivering AI and web3 capabilities to portfolio companies as well as details of the B2B business model pivot for faidr McCarthy Finney (NASDAQ: MCFN) id |
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| September 23, 2025 |
CALCULATION OF FILING FEE TABLES AUDDIA INC. Table 1: Newly Registered Securities Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-8 AUDDIA INC. Table 1: Newly Registered Securities Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, par value $0.001 per share (1) Other 137,786 $ 2.11 $ 290,728.46 0.0001531 $ 44.51 Total |
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| September 23, 2025 |
As filed with the U.S. Securities and Exchange Commission on September 23, 2025 As filed with the U.S. Securities and Exchange Commission on September 23, 2025 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AUDDIA INC. (Exact name of Registrant as specified in its charter) Delaware 45-4257218 (State or other jurisdiction of Incorporation or organization (I.R.S. Empl |
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| September 16, 2025 |
X0101 EFFECT 33 LIVE 2025-09-16 10:00:00 S-3 0001554818 AUDDIA INC. 333-289213 |
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| September 12, 2025 |
Exhibit 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of July 1, 2025 (the “Effective Date”) by and between Auddia Inc. a Delaware corporation (the “Company”) and Jeff Thramann (“Executive”). RECITALS A. Executive has previously served as the Company’s Executive Chairman at a current annual salary of $351,300. B. On July 7, 2025, the Company’s previous C |
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| September 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 8, 2025 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Numb |
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| September 12, 2025 |
AMENDMENT No. 3 AUDDIA INC. 2020 EQUITY INCENTIVE PLAN Exhibit 10.1 AMENDMENT No. 3 TO AUDDIA INC. 2020 EQUITY INCENTIVE PLAN Approved by the Board of Directors: July 30, 2025. Approved by the Stockholders: September 8, 2025. The text of the amendment to Sections 3(a), 3(d) and 3(e) of the 2020 Plan is set forth below: 3. SHARES SUBJECT TO THE PLAN. (a) Share Reserve. Subject to Section 9(a) relating to Capitalization Adjustments, and the following se |
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| September 11, 2025 |
AUDDIA INC. 1680 38th Street, Suite 130 BOULDER, CO 80301 AUDDIA INC. 1680 38th Street, Suite 130 BOULDER, CO 80301 VIA EDGAR September 11, 2025 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Auddia Inc. Registration Statement on Form S-3 (File No. 333-289213) Acceleration Request: Requested Date: September 16, 2025 Requested Time: 10:00 A.M. Eastern Time Dear Ladies and Gentlemen: Pursuan |
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| September 10, 2025 |
As filed with the Securities and Exchange Commission on September 10, 2025. As filed with the Securities and Exchange Commission on September 10, 2025. Registration No. 333-289213 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Auddia Inc. (Exact name of registrant as specified in its charter) Delaware 45-4257218 (State or other jurisdiction of incorporation or orga |
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| August 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 25, 2025 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Number |
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| August 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 22, 2025 (August 22, 2025) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Comm |
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| August 22, 2025 |
Auddia Inc. Common Stock (par value $0.001 per share) At-The-Market Issuance Sales Agreement Exhibit 1.1 Auddia Inc. Common Stock (par value $0.001 per share) At-The-Market Issuance Sales Agreement August 22, 2025 Ascendiant Capital Markets, LLC 110 Front Street, Suite 300 Jupiter, FL 33477 Attn: Bradley J. Wilhite Ladies and Gentlemen: This At-The-Market Issuance Sales Agreement replaces the agreement by the same name between the parties dated September 13, 2024. Auddia Inc., a Delaware |
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| August 22, 2025 |
AUDDIA INC. Up to $3,042,500 Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-288185 PROSPECTUS SUPPLEMENT (to Prospectus dated June 27, 2025) AUDDIA INC. Up to $3,042,500 Common Stock We have entered into an At-The-Market Issuance Sales Agreement (the “Sales Agreement”) with Ascendiant Capital Markets, LLC (the “Sales Agent” or “ACM”) relating to the sale of shares of our common stock, par value $0.001 per share, offere |
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| August 11, 2025 |
August 11, 2025 Jeffery Thramann Chief Executive Officer Auddia Inc. 1680 38th Street, Suite 130 Boulder, Colorado 80301 Re: Auddia Inc. Registration Statement on Form S-3 Filed August 4, 2025 File No. 333-289213 Dear Jeffery Thramann: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rule 461 regarding requests for acceleration. We re |
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| August 8, 2025 |
Form of Exchange Agreement dated August 5, 2025 Exhibit 10.35 EXCHANGE AGREEMENT This Exchange Agreement (the “Agreement”) is entered into as of the date set forth on the signature pages below, by and among Auddia Inc., a Delaware corporation (the “Company”) and the investor signatory hereto (the “Holder”), with reference to the following facts: A. Prior to the date hereof, (i) the Company and the Holder and/or certain other investors (the “Oth |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly REPORT pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2025 Or ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-40071 AUDDIA |
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| August 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 5, 2025 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Number) |
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| August 5, 2025 |
Exhibit 99.1 Auddia Announces Non-binding Letter of Intent for Business Combination and Restructuring Restructuring into a holding company focused on delivering AI and web3 efficiencies to portfolio companies AI efficiencies include discounted AI compute costs, centralized AI model training and engineering, and utilization of AI tools to optimize operations Web3 efficiencies include leveraging tre |
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| August 5, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitte |
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| August 4, 2025 |
As filed with the Securities and Exchange Commission on August 4, 2025. As filed with the Securities and Exchange Commission on August 4, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Auddia Inc. (Exact name of registrant as specified in its charter) Delaware 45-4257218 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Id |
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| August 4, 2025 |
Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-3 Auddia Inc. Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common Stock, $0.001 par |
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| July 30, 2025 |
Exhibit 10.1 AMENDMENT NO. 1 TO COMMON STOCK PURCHASE AGREEMENT BETWEEN Auddia Inc. AND WHITE LION CAPITAL LLC THIS AMENDMENT NO. 1 TO COMMON STOCK PURCHASE AGREEMENT (this “Amendment”), effective July 30, 2025 (the “Amendment Effective Date”), is by and between Auddia Inc., a Delaware corporation (the “Company”), and White Lion Capital, LLC, a Nevada limited liability company (the “Investor”), an |
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| July 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 30, 2025 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Number) |
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| July 25, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitte |
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| July 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 7, 2025 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| July 9, 2025 |
Exhibit 99.1 Auddia Announces Leadership Changes and Special Committee to Evaluate Business Combination and Restructuring as AI Native Holding Company Jeff Thramann, Executive Chairman of Auddia, has succeeded Michael Lawless, who is retiring, as CEO to oversee restructuring New independent board members with experience in AI infrastructure and the evaluation of entrepreneurial ventures added to f |
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| June 30, 2025 |
Form of Registration Rights Agreement dated June 30, 2025 EXHIBIT 10.4 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June [], 2025, is by and among Auddia Inc., a Delaware corporation (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”). RECITALS A. In connection with the Securities Purchase Agreement by and among the parties hereto, dated as of June 30, 2025 (the |
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| June 30, 2025 |
Form of Securities Purchase Agreement dated June 30, 2025 EXHIBIT 10.1 Execution Version SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 30, 2025, is by and among Auddia Inc., a Delaware corporation (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”). RECITALS A. On April 23, 2024, the Company and certain o |
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| June 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 30, 2025 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Number) |
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| June 30, 2025 |
Series C Convertible Preferred Stock Certificate of Designations dated June 30, 2025 EXHIBIT 3.1 Delaware The First State Page 1 5096256 8100 SR# 20253222811 You may verify this certificate online at corp.delaware.gov/authver.shtml Authentication: 204075001 Date: 06 - 30 - 25 I, CHARUNI PATIBANDA - SANCHEZ, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF DESIGNATION OF “AUDDIA INC.”, FILED IN THIS OFFICE |
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| June 30, 2025 |
Form of Common Stock Warrant dated June 30, 2025 EXHIBIT 10.2 [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRAT |
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| June 24, 2025 |
AUDDIA INC. 1680 38th Street, Suite 130 BOULDER, CO 80301 AUDDIA INC. 1680 38th Street, Suite 130 BOULDER, CO 80301 VIA EDGAR June 24, 2025 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Auddia Inc. Registration Statement on Form S-3 (File No. 333-288185) Acceleration Request: Requested Date: June 27, 2025 Requested Time: 4:00 P.M. Eastern Time Dear Ladies and Gentlemen: Pursuant to Rule 4 |
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| June 20, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Auddia Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Car |
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| June 20, 2025 |
Exhibit 4.16 AUDDIA INC. INDENTURE Dated as of [ · ], 20[ · ] [ · ] Trustee TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions 1 Section 1.2. Other Definitions 2 Section 1.3. Incorporation by Reference of Trust Indenture Act 2 Section 1.4. Rules of Construction 2 ARTICLE II. THE SECURITIES 5 Section 2.1. Issuable in Series 5 Section 2.2. Establi |
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| June 20, 2025 |
As filed with the Securities and Exchange Commission on June 20, 2025. Table of Contents As filed with the Securities and Exchange Commission on June 20, 2025. |
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| June 5, 2025 |
June 5, 2025 Michael Lawless Chief Executive Officer Auddia Inc. 1680 38th Street, Suite 130 Boulder, Colorado 80301 Re: Auddia Inc. Draft Registration Statement on Form S-3 Submitted May 29, 2025 CIK No. 0001554818 Dear Michael Lawless : This is to advise you that we do not intend to review your registration statement. We request that you publicly file your registration statement at least two bus |
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| May 29, 2025 |
Table of Contents As confidentially submitted to the Securities and Exchange Commission on May 29, 2025. |
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| May 29, 2025 |
Goodwin Procter LLP 3025 John F. Kennedy Boulevard 8th Floor Philadelphia, PA 19104 goodwinlaw.com +1 445 207 7800 May 29, 2025 CONFIDENTIAL SUBMISSION VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: Auddia, Inc. Draft Registration Statement on Form S-3 Ladies and Gentlemen: On behalf of Auddia, Inc. (the “Company”), |
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| May 23, 2025 |
May 23, 2025 John Mahoney Chief Financial Officer AUDDIA INC. 1680 38th Street, Suite 130 Boulder, CO 80301 Re: AUDDIA INC. Registration Statement on Form S-1 Filed May 16, 2025 File No. 333-287372 Dear John Mahoney: This is to advise you that we do not intend to review your registration statement. We request that you publicly file your registration statement at least two business days prior to th |
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| May 23, 2025 |
VIA EDGAR May 23, 2025 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| May 16, 2025 |
As filed with the Securities and Exchange Commission on May 16, 2025. Table of Contents As filed with the Securities and Exchange Commission on May 16, 2025. |
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| May 16, 2025 |
Calculation of Filing Fee Table Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Auddia Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (2) Proposed Maximum Offering Price Per Unit (1) Maximum Aggregate Offering Price (1) Fee Rate Amount of Registration Fee |
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| May 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly REPORT pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2025 Or ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-40071 AUDDIA |
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| May 6, 2025 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 6, 2025 (May 2, 2025) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission F |
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| April 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-(e)(2)) ☒ Definitive Proxy Statem |
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| April 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 1, 2025 (March 27, 2025) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commiss |
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| April 1, 2025 |
Certificate of Amendment to the Certificate of Incorporation of the Company dated March 27, 2025 Exhibit 3.1 1 CERTIFICATE OF AMENDMENT to the CERTIFICATE OF INCORPORATION of AUDDIA INC. AUDDIA INC., a corporation organized and existing under the General Corporation Law of the State of Delaware (the "Corporation"), does hereby certify as follows: FIRST: The name of the Corporation is Auddia Inc. The Certificate of Incorporation was filed with the Secretary of State of the State of Delaware (t |
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| March 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-(e)(2)) ☐ Definitive Proxy Statem |
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| March 19, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 19, 2025 (March 19, 2025) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commis |
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| March 19, 2025 |
Exhibit 99.1 MARCH 2025 | NASDAQ: AUUD 1 The information in this material is provided for general information purposes only and does not take into account the investment objectives, financial situation and particular needs of any individual or entity. This presentation contains forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of t |
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| March 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x AnNUAL REPORT pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2024 or ¨ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transaction period from to Commission File No. 001-40071 AUDDIA INC |
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| March 5, 2025 |
Exhibit 19.1 AUDDIA INC. Insider Trading Policy Adopted March 3, 2021 In order to take an active role in the prevention of insider trading violations by officers, directors, employees and other related individuals of Auddia Inc. (the “Company”) and its subsidiaries, the Company has adopted this Insider Trading Policy (the “Policy”). Statement of Intent The Company opposes the misuse of material no |
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| March 5, 2025 |
Second Amendment to 2020 Equity Incentive Plan Exhibit 10.5 AMENDMENT No. 2 TO AUDDIA INC. 2020 EQUITY INCENTIVE PLAN Approved by the Board of Directors: September 6, 2024. Approved by the Stockholders: December 30, 2024. The text of the amendment to Sections 3(a), 3(d) and 3(e) of the 2020 Plan is set forth below: 3. SHARES SUBJECT TO THE PLAN. (a) Share Reserve. Subject to Section 9(a) relating to Capitalization Adjustments, and the followin |
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| January 16, 2025 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 11.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use of our report dated April 1, 2024, on the financial statements of Auddia, Inc. as of December 31, 2023 and for the year then ended included herein on the Regulation A Offering Circular of Auddia, Inc. in this Offering Circular on Form 1-A/A (No. 024-12472). Our audit report includes an explanatory pa |
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| January 16, 2025 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the inclusion in this Pre-Qualified Amendment No. 4 to this Offering Statement on Form 1-A (No. 024-12472) of our report dated March 20, 2023, with respect to the financial statements of Auddia Inc. as of December 31, 2022 and for the year then ended. Our audit report includes an explanatory paragraph relating to A |
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| January 16, 2025 |
PRELIMINARY OFFERING CIRCULAR DATED JANUARY 16, 2025 Table of Contents PRELIMINARY OFFERING CIRCULAR DATED JANUARY 16, 2025 An offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. |
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| January 3, 2025 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 3, 2025 (December 30, 2024) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Co |
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| December 26, 2024 |
VIA EDGAR December 26, 2024 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| December 20, 2024 |
December 20, 2024 Michael Lawless Chief Executive Officer Auddia Inc. 1680 38th Street, Suite 130 Boulder, Colorado 80301 Re: Auddia Inc. Registration Statement on Form S-1 Filed December 19, 2024 File No. 333-283939 Dear Michael Lawless: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceler |
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| December 19, 2024 |
As filed with the Securities and Exchange Commission on December 19, 2024 Table of Contents As filed with the Securities and Exchange Commission on December 19, 2024 Registration No. |
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| December 19, 2024 |
Calculation of Filing Fee Table Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Auddia Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (2) Proposed Maximum Offering Price Per Unit (1) Maximum Aggregate Offering Price (1) Fee Rate Amount of Registration Fee |
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| November 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 25, 2024 (November 25, 2024) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) ( |
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| November 25, 2024 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is entered into effective as November 25, 2024 (the “Execution Date”), by and between Auddia Inc., a Delaware corporation (the “Company”), and White Lion Capital, LLC, a Nevada limited liability company (the “Investor”). RECITALS A. The parties desire that, upon the terms and subject to the conditions |
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| November 25, 2024 |
Exhibit 10.1 COMMON STOCK PURCHASE AGREEMENT This Common Stock Purchase Agreement (this “Agreement”) is entered into effective as November 25, 2024 (the “Execution Date”), by and between Auddia Inc., a Delaware corporation (the “Company”), and White Lion Capital, LLC, a Nevada limited liability company (the “Investor”). WHEREAS, the parties desire that, upon the terms and subject to the conditions |
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| November 25, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitte |
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| November 18, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the inclusion in this Pre-Qualified Amendment No. 3 to this Offering Statement on Form 1-A (No. 024-12472) of our report dated March 20, 2023, with respect to the financial statements of Auddia Inc. as of December 31, 2022 and for the year then ended. Our audit report includes an explanatory paragraph relating to A |
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| November 18, 2024 |
PRELIMINARY OFFERING CIRCULAR DATED NOVEMBER 18, 2024 Table of Contents PRELIMINARY OFFERING CIRCULAR DATED NOVEMBER 18, 2024 An offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. |
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| November 18, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 11.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use of our report dated April 1, 2024, on the financial statements of Auddia, Inc. as of December 31, 2023 and for the year then ended included herein on the Regulation A Offering Circular of Auddia, Inc. in this Pre-Qualified Amendment No. 3 to Offering Statement on Form 1-A/A (No. 024-12472) and to the |
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| November 12, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitte |
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| November 8, 2024 |
AUDDIA INC. Up to 5,905,898 Shares of Common Stock PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-279683 AUDDIA INC. Up to 5,905,898 Shares of Common Stock This prospectus relates to the offer and resale, from time to time, of up to an aggregate of 5,905,898 shares of our common stock, par value $0.001 per share, consisting of, (a) up to 4,655,761 shares of common stock issuable upon conversion of our Series B Convertible Preferr |
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| November 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly REPORT pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2024 Or ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-40071 AU |
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| November 7, 2024 |
VIA EDGAR November 7, 2024 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| October 23, 2024 |
As filed with the Securities and Exchange Commission on October 23, 2024 Table of Contents As filed with the Securities and Exchange Commission on October 23, 2024 Registration No. |
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| October 18, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 18, 2024 (October 16, 2024) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Co |
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| September 24, 2024 |
PRELIMINARY OFFERING CIRCULAR DATED SEPTEMBER 23, 2024 Table of Contents PRELIMINARY OFFERING CIRCULAR DATED SEPTEMBER 23, 2024 An offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. |
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| September 24, 2024 |
Carroll Legal LLC 1449 Wynkoop Street Suite 507 Denver, CO 80202 August 23, 2024 Exhibit 12.1 Carroll Legal LLC 1449 Wynkoop Street Suite 507 Denver, CO 80202 August 23, 2024 Auddia Inc. 1680 38th Street, Suite 130 Boulder, Colorado 80301 Re: Offering Statement on Form 1-A Ladies and Gentlemen: We have acted as special counsel to Auddia Inc., a Delaware corporation (the “Company”), in connection with the filing of the offering statement (the “Offering Statement”) on Form 1-A w |
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| September 24, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the inclusion in this Pre-Qualified Amendment No. 2 to this Offering Statement on Form 1-A (No. 024-12472) of our report dated March 20, 2023, with respect to the financial statements of Auddia Inc. as of December 31, 2022 and for the year then ended. Our audit report includes an explanatory paragraph relating to A |
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| September 24, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 11.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use of our report dated April 1, 2024, on the financial statements of Auddia, Inc. as of December 31, 2023 and for the year then ended included herein on the Regulation A Offering Circular of Auddia, Inc. in this Pre-Qualified Amendment No. 2 to Offering Statement on Form 1-A/A (No. 024-12472) and to the |
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| September 19, 2024 |
As filed with the Securities and Exchange Commission on September 19, 2024 Table of Contents As filed with the Securities and Exchange Commission on September 19, 2024 Registration No. |
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| September 19, 2024 |
Amendment to Bylaws dated September 6, 2024 Exhibit 3.6 AMENDMENT DATED SEPTEMBER 6, 2024 TO THE BYLAWS OF AUDDIA INC. (A DELAWARE CORPORATION) Amendment adopted by the Board of Directors on September 6, 2024: Section 8 of the Bylaws is hereby amended and restated in its entirety to provide as follows: Section 8. Quorum. At all meetings of stockholders, except where otherwise provided by statute or by the Certificate of Incorporation, or by |
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| September 13, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 13, 2024 (September 13, 2024) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) |
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| September 13, 2024 |
AUDDIA INC. Up to $2,600,000 Common Stock Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-264227 PROSPECTUS SUPPLEMENT (to Prospectus dated April 18, 2022) AUDDIA INC. Up to $2,600,000 Common Stock We have entered into an At-The-Market Issuance Sales Agreement (the “Sales Agreement”) with Ascendiant Capital Markets, LLC (the “Sales Agent” or “ACM”) relating to the sale of shares of our common stock, par value $0.00 |
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| September 13, 2024 |
Exhibit 1.1 Auddia Inc. Common Stock (par value $0.001 per share) At-The-Market Issuance Sales Agreement September 13, 2024 Ascendiant Capital Markets, LLC 110 Front Street, Suite 300 Jupiter, FL 33477 Ladies and Gentlemen: Auddia Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Ascendiant Capital Markets, LLC (the “Agent”), as follows: 1. Issuance and S |
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| September 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 12, 2024 (September 6, 2024) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) |
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| September 12, 2024 |
Amendment to Bylaws dated September 6, 2024 Exhibit 3.1 AMENDMENT DATED SEPTEMBER 6, 2024 TO THE BYLAWS OF ACLARION, INC. (A DELAWARE CORPORATION) Amendment adopted by the Board of Directors on September 6, 2024: Section 8 of the Bylaws is hereby amended and restated in its entirety to provide as follows: Section 8. Quorum. At all meetings of stockholders, except where otherwise provided by statute or by the Certificate of Incorporation, or |
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| September 6, 2024 |
Regulation FD Disclosure, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 6, 2024 (September 3, 2024) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) ( |
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| August 23, 2024 |
LICENSE AND SERVICES AGREEMENT Exhibit 6.8 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT, MARKED BY XXXXX, HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE REGISTRANT HAS DETERMINED THAT IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. LICENSE AND SERVICES AGREEMENT This License and Services Agreement (this “Agreement”), is made and entered into as of this 1st day of March, 2019 (the |
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| August 23, 2024 |
PRELIMINARY OFFERING CIRCULAR DATED AUGUST 23, 2024 Table of Contents PRELIMINARY OFFERING CIRCULAR DATED AUGUST 23, 2024 An offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. |
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| August 23, 2024 |
Carroll Legal LLC 1449 Wynkoop Street Suite 507 Denver, CO 80202 August 23, 2024 Exhibit 12.1 Carroll Legal LLC 1449 Wynkoop Street Suite 507 Denver, CO 80202 August 23, 2024 Auddia Inc. 1680 38th Street, Suite 130 Boulder, Colorado 80301 Re: Offering Statement on Form 1-A Ladies and Gentlemen: We have acted as special counsel to Auddia Inc., a Delaware corporation (the “Company”), in connection with the filing of the offering statement (the “Offering Statement”) on Form 1-A w |
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| August 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 20, 2024 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Number |
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| August 23, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EX1A-11 CONSENT 5 auddiaex1102.htm CONSENT OF HAYNIE & COMPANY, INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 11.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use of our report dated April 1, 2024, on the financial statements of Auddia, Inc. as of December 31, 2023 and for the year then ended included herein on the Regulation A Offering Circular of Aud |
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| August 23, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the inclusion in this Pre-Qualified Amendment No. 1 to Offering Statement on Form 1-A/A (No. 024-12472)of our report dated March 20, 2023, with respect to the financial statements of Auddia Inc. as of December 31, 2022 and for the year then ended. Our audit report includes an explanatory paragraph relating to Auddi |
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| August 19, 2024 |
AUDDIA INC. Up to 5,000,000 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-278616 PROSPECTUS SUPPLEMENT NO. 2 (To Prospectus Dated April 23, 2024) AUDDIA INC. Up to 5,000,000 Shares of Common Stock This prospectus supplement No. 2 updates, amends and supplements the prospectus dated April 23, 2024 (the “Prospectus”), relating to the offering and resale by White Lion Capital LLC (“White Lion” or the “Selling Securityho |
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| August 19, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 19, 2024 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Number |
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| August 19, 2024 |
AUDDIA INC. Up to 2,105,263 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-275441 PROSPECTUS SUPPLEMENT NO. 5 (To Prospectus Dated February 2, 2024) AUDDIA INC. Up to 2,105,263 Shares of Common Stock This prospectus supplement No. 5 updates, amends and supplements the prospectus dated February 2, 2024 (the “Prospectus”), relating to the offering and resale by White Lion Capital LLC (“White Lion” or the “Selling Securi |
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| August 19, 2024 |
Exhibit 99.1 AUGUST 2024 | NASDAQ: AUUD The information in this material is provided for general information purposes only and does not take into account the investment objectives, financial situation and particular needs of any individual or entity. This presentation contains forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of th |
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| August 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly REPORT pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2024 Or ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-40071 AUDDIA |
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| July 26, 2024 |
Carroll Legal LLC 1449 Wynkoop Street Suite 507 Denver, CO 80202 July 26, 2024 Exhibit 12.1 Carroll Legal LLC 1449 Wynkoop Street Suite 507 Denver, CO 80202 July 26, 2024 Auddia Inc. 1680 38th Street, Suite 130 Boulder, Colorado 80301 Re: Offering Statement on Form 1-A Ladies and Gentlemen: We have acted as special counsel to Auddia Inc., a Delaware corporation (the “Company”), in connection with the filing of the offering statement (the “Offering Statement”) on Form 1-A wit |
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| July 26, 2024 |
Exhibit 4.1 NOTICE TO INVESTORS THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK, SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. INVESTORS SHOULD FURTHER UNDERSTAND THAT THIS INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. THE SECURITIES OFFERED HEREBY HA |
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| July 26, 2024 |
PRELIMINARY OFFERING CIRCULAR DATED JULY 26, 2024 Table of Contents PRELIMINARY OFFERING CIRCULAR DATED JULY 26, 2024 An offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. |
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| July 26, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the inclusion in this Offering Statement on Form 1-A of our report dated March 20, 2023, with respect to the financial statements of Auddia Inc. as of December 31, 2022 and for the year then ended. Our audit report includes an explanatory paragraph relating to Auddia Inc.’s ability to continue as a going concern. W |
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| July 26, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 11.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use of our report dated April 1, 2024, on the financial statements of Auddia, Inc. as of December 31, 2023 and for the year then ended included herein on the Regulation A Offering Circular of Auddia, Inc. on Form 1-A and to the reference to our firm under the heading “Experts”. /s/ Haynie & Company Salt |
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| May 23, 2024 |
As filed with the Securities and Exchange Commission on May 23, 2024 Table of Contents As filed with the Securities and Exchange Commission on May 23, 2024 Registration No. |
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| May 23, 2024 |
Calculation of Filing Fee Table Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Auddia Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (2) Proposed Maximum Offering Price Per Unit (1) Maximum Aggregate Offering Price (1) Fee Rate Amount of Registration Fee |
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| May 17, 2024 |
AUDDIA INC. Up to 5,000,000 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-278616 PROSPECTUS SUPPLEMENT NO. 1 (To Prospectus Dated April 23, 2024) AUDDIA INC. Up to 5,000,000 Shares of Common Stock This prospectus supplement No. 1 updates, amends and supplements the prospectus dated April 23, 2024 (the “Prospectus”), relating to the offering and resale by White Lion Capital LLC (“White Lion” or the “Selling Securityho |
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| May 17, 2024 |
AUDDIA INC. Up to 2,105,263 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-275441 PROSPECTUS SUPPLEMENT NO. 4 (To Prospectus Dated February 2, 2024) AUDDIA INC. Up to 2,105,263 Shares of Common Stock This prospectus supplement No. 4 updates, amends and supplements the prospectus dated February 2, 2024 (the “Prospectus”), relating to the offering and resale by White Lion Capital LLC (“White Lion” or the “Selling Securi |
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| May 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly REPORT pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2024 Or ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-40071 AUDDIA |
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| May 14, 2024 |
Form of Securities Purchase Agreement dated April 23, 2024 Exhibit 10.41 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 23, 2024, is by and among Auddia Inc., a Delaware corporation (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”). RECITALS A.The Company and each Buyer is executing and delivering this A |
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| April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 29, 2024 (April 23, 2024) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commis |
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| April 29, 2024 |
Form of Securities Purchase Agreement dated April 23, 2024 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 23, 2024, is by and among Auddia Inc., a Delaware corporation (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”). RECITALS A.The Company and each Buyer is executing and delivering this Ag |
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| April 29, 2024 |
Series B Convertible Preferred Stock Certificate of Designations dated April 23, 2024 Exhibit 3.1 Delaware The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF DESIGNATION OF “AUDDIA INC.”, FILED IN THIS OFFICE ON THE TWENTY-THIRD DAY OF APRIL, A.D. 2024, AT 1:44 O`CLOCK P.M. 1 CERTIFICATE OF DESIGNATIONS OF RIGHTSAND PREFERENCESOF SERIES B CONVERTIBLE PREFERRED STOCK OF A |
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| April 29, 2024 |
Form of Common Stock Warrant dated April 23, 2024 Exhibit 10.2 [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRAT |
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| April 29, 2024 |
Form of Registration Rights Agreement dated April 23, 2024 Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 23, 2024, is by and among Auddia Inc., a Delaware corporation (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”). RECITALS A.In connection with the Securities Purchase Agreement by and among the parties hereto, dated as of April 23, 2024 (th |
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| April 23, 2024 |
AUDDIA INC. Up to 5,000,000 Shares of Common Stock PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-278616 AUDDIA INC. Up to 5,000,000 Shares of Common Stock This prospectus relates to the offering and resale by White Lion Capital LLC (“White Lion” or the “Selling Securityholder”) of up to 5,000,000 shares of our common stock, par value $0.001 per share. The shares of common stock being offered by the Selling Securityholder have be |
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| April 22, 2024 |
Auddia Inc. 2100 Central Ave., Suite 200 Boulder, Colorado 80301 April 22, 2024 Auddia Inc. 2100 Central Ave., Suite 200 Boulder, Colorado 80301 April 22, 2024 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attn: Uwem Bassey Re: Auddia Inc. Registration Statement on Form S-1 (File No. 333-278616) Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, Auddia Inc. (the “Company”) hereby requests that |
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| April 22, 2024 |
United States securities and exchange commission logo April 22, 2024 John Mahoney Chief Financial Officer Auddia Inc. |
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| April 15, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 15, 2024 (April 9, 2024) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commiss |
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| April 15, 2024 |
Amendment and Waiver dated April 9, 2024 Relating to Senior Secured Bridge Notes Exhibit 10.1 AMENDMENT AND WAIVER RELATING TO SENIOR SECURED BRIDGE NOTES This Amendment and Waiver (this “Waiver”), dated as of April 9, 2024, is entered into by and among Auddia Inc., a Delaware corporation (the “Company”), and the undersigned investor (the “Holder”). Unless otherwise specified herein, capitalized terms used and not otherwise defined herein shall have the meanings assigned to su |
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| April 11, 2024 |
Calculation of Filing Fee Table Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Auddia Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (2) Proposed Maximum Offering Price Per Unit (1) Maximum Aggregate Offering Price (1) Fee Rate Amount of Registration Fee |
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| April 11, 2024 |
As filed with the Securities and Exchange Commission on April 11, 2024 Table of Contents As filed with the Securities and Exchange Commission on April 11, 2024 Registration No. |
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| April 8, 2024 |
AUDDIA INC. 2,105,263 Post Split Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-275441 PROSPECTUS SUPPLEMENT NO. 3 (To Prospectus Dated February 2, 2024) AUDDIA INC. 2,105,263 Post Split Shares of Common Stock This prospectus supplement No.3 updates, amends and supplements the prospectus dated February 2, 2024 (the “Prospectus”), relating to the offering and resale by White Lion Capital LLC (“White Lion” or the “Selling Se |
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| April 1, 2024 |
Exhibit 97.1 AUDDIA INC. POLICY REGARDING THE RECOUPMENT OF CERTAIN PERFORMANCE-BASED COMPENSATION PAYMENTS Effective as of December 1, 2023 (the “Effective Date”) Purpose and Scope. This policy sets forth the conditions under which Auddia Inc. (the “Company”) will seek reimbursement with respect to incentive-based compensation received by, and to recover profits realized from the sale of shares o |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x AnNUAL REPORT pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 or ¨ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transaction period from to Commission File No. 001-40071 AUDDIA INC |
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| March 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 18, 2024 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Number) |
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| March 18, 2024 |
Exhibit 99.1 Auddia Announces New $3.5M Financing Proceeds will advance the recently announced enhanced podcast initiatives and support faidr 3.1 UX improvements New financing better positions the Company for its ongoing M&A strategy Financing secured without providing warrant coverage BOULDER, CO / March 18, 2024 / Auddia Inc. (NASDAQ:AUUD) (NASDAQ:AUUDW) ("Auddia" or the "Company"), developer of |
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| March 15, 2024 |
AUUD / Auddia Inc. / White Lion Capital LLC - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Act of 1934 AUDDIA INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 05072K206 (CUSIP Number) March 11, 2024 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which this Schedul |
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| March 7, 2024 |
VIA EDGAR March 7, 2024 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| March 7, 2024 |
AUDDIA INC. 2,105,263 Post Split Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-275441 PROSPECTUS SUPPLEMENT NO. 2 (To Prospectus Dated February 2, 2024) AUDDIA INC. 2,105,263 Post Split Shares of Common Stock This prospectus supplement No. 1 updates, amends and supplements the prospectus dated February 2, 2024 (the “Prospectus”), relating to the offering and resale by White Lion Capital LLC (“White Lion” or the “Selling S |
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| February 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 27, 2024 (February 26, 2024) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) ( |
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| February 27, 2024 |
Certificate of Amendment to the Certificate of Incorporation of the Company dated February 23, 2024 Exhibit 3.1 Delaware The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE,DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF “AUDDIA INC.”, FILED IN THIS OFFICE ON THE TWENTY-THIRD DAY OF FEBRUARY, A.D. 2024, AT 6:24 O`CLOCK P.M. AND I DO HEREBY FURTHER CERTIFY THAT THE EFFECTIVE DATE OF THE AFORESAID CERTIFICATE OF AMENDMENT |
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| February 27, 2024 |
AUDDIA INC. 52,631,578 Pre-Split Shares of Common Stock 2,105,263 Post Split Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333-275441 PROSPECTUS SUPPLEMENT NO. 1 (To Prospectus Dated February 2, 2024) AUDDIA INC. 52,631,578 Pre-Split Shares of Common Stock 2,105,263 Post Split Shares of Common Stock This prospectus supplement No. 1 updates, amends and supplements the prospectus dated February 2, 2024 (the “Prospectus”), relating to the offering and resale by White Lion |
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| February 2, 2024 |
As filed with the Securities and Exchange Commission on February 2, 2024 Table of Contents As filed with the Securities and Exchange Commission on February 2, 2024 Registration No. |
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| February 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 2, 2024 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| February 2, 2024 |
Exhibit 2.1 Execution Version PURCHASE AGREEMENT by and among the Sellers (as defined herein), the Buyer (as defined herein), and, solely for purposes of Article VIII, the Seller Partners (as defined herein) Dated as of January 26, 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.1 Specific Definitions 1 Section 1.2 Other Terms 1 Section 1.3 Other Definitional Provisions 1 ARTICLE II |
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| January 26, 2024 |
As filed with the Securities and Exchange Commission on January 26, 2024 Table of Contents As filed with the Securities and Exchange Commission on January 26, 2024 Registration No. |
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| January 26, 2024 |
Calculation of Filing Fee Table Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Auddia Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Fees to B |
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| January 26, 2024 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 26, 2024 (January 26, 2024) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Co |
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| December 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 29, 2023 (December 29, 2023) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) ( |
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| December 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 18, 2023 (December 12, 2023) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) ( |
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| December 18, 2023 |
Employment Agreement, effective as of November 27, 2023, between Auddia Inc. and John E. Mahoney Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of November 27, 2023 (the “Effective Date”) by and between Auddia Inc. a Delaware corporation (the “Company”) and John Mahoney (“Executive”). RECITALS A. The Company considers it essential to its best interests to procure the employment of Executive by the Company from and after the date hereof. B. Ex |
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| November 28, 2023 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 28, 2023 (November 21, 2023) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) ( |
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| November 22, 2023 |
AUDDIA INC. Up to 52,631,578 Shares of Common Stock PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-275441 AUDDIA INC. Up to 52,631,578 Shares of Common Stock This prospectus relates to the offering and resale by White Lion Capital LLC (“White Lion” or the “Selling Securityholder”) of up to 52,631,578 shares of our common stock, par value $0.001 per share. The shares of common stock being offered by the Selling Securityholder have |
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| November 20, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitte |
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| November 17, 2023 |
Auddia Inc. 2100 Central Ave., Suite 200 Boulder, Colorado 80301 November 17, 2023 Auddia Inc. 2100 Central Ave., Suite 200 Boulder, Colorado 80301 November 17, 2023 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attn: Austin Pattan Re: Auddia Inc. Registration Statement on Form S-1 (File No. 333-275441) Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, Auddia Inc. (the “Company”) hereby requests |
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| November 17, 2023 |
As filed with the Securities and Exchange Commission on November 17, 2023 Table of Contents As filed with the Securities and Exchange Commission on November 17, 2023 Registration No. |
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| November 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 16, 2023 (November 10, 2023) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) ( |
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| November 16, 2023 |
Certificate of Designation of Series A Preferred Stock filed November 13, 2023 Exhibit 3.1 1 State of Delaware Secretary of State Division of Corporations Delivered 09:27AM 11/13/2023 FILED 09:27AM11/13/2023 SR 20233953625 - File Number 5096256 AUDDIA INC. CERTIFICATE OF DESIGNATION OF SERIES A PREFERRED STOCK Pursuant to Section 151 of the General Corporation Law of the State of Delaware The following recital and resolution was duly adopted by the board of directors (the "B |
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| November 16, 2023 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of November 10, 2023, between Auddia Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature page hereto (the “Purchaser”). WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a)(2) of the Securities Act of 1 |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly REPORT pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2023 Or ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-40071 AU |
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| November 9, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitte |
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| November 9, 2023 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 9, 2023 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| November 9, 2023 |
Calculation of Filing Fee Table Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) Auddia Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security type Security class title Fee calculation or carry forward rule Amount registered(2) Proposed maximum offering price per unit(1) Maximum aggregate offering price(1) Fee rate Amount of registration fee(1) Fees to Be Paid Eq |
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| November 9, 2023 |
As filed with the Securities and Exchange Commission on November 9, 2023 Table of Contents As filed with the Securities and Exchange Commission on November 9, 2023 Registration No. |
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| November 6, 2023 |
Exhibit 10.1 COMMON STOCK PURCHASE AGREEMENT This Common Stock Purchase Agreement (this “Agreement”) is entered into effective as November 6, 2023 (the “Execution Date”), by and between Auddia, Inc., a Delaware corporation (the “Company”), and White Lion Capital, LLC, a Nevada limited liability company (the “Investor”). WHEREAS, the parties desire that, upon the terms and subject to the conditions |
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| November 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 6, 2023 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| November 6, 2023 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is entered into effective as November 6, 2023 (the “Execution Date”), by and between Auddia, Inc., a Delaware corporation (the “Company”), and White Lion Capital, LLC, a Nevada limited liability company (the “Investor”). RECITALS A. The parties desire that, upon the terms and subject to the conditions |
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| October 30, 2023 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 24, 2023 (October 30, 2023) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Co |
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| October 2, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 2, 2023 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Number |
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| October 2, 2023 |
Exhibit 99.1 Auddia Inc. Releases New Investor Presentation October 2, 2023 Provides updated overview of the faidr 3.0 audio superapp. Includes strategy to exponentially grow the user base at a far greater cost efficiency through acquisition. Updated presentation can be heard at the LD Micro Main Event XVI 2023 on Wednesday, October 4 th at 12:00 PM ET or via webcast. BOULDER, CO, Oct. 02, 2023 (G |
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| October 2, 2023 |
Exhibit 99.2 SEPTEMBER 2023 | NASDAQ: AUUD 1 The information in this material is provided for general information purposes only and does not take into account the investment objectives, financial situation and particular needs of any individual or entity. This presentation contains forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A |
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| August 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 30, 2023 (August 24, 2023) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Comm |
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| August 30, 2023 |
Haynie & Company letter dated August 30, 2023 Exhibit 16.2 August 30, 2023 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: Auddia Inc., Changes in Registrant’s Certifying Accountant We have read the statements made by Auddia Inc., which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K of the Company dated August 30, 2023, and agree with such statements |
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| August 30, 2023 |
CohnReznick LLP letter dated August 30, 2023 Exhibit 16.1 August 30, 2023 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: Auddia Inc., Changes in Registrant’s Certifying Accountant We have read the statements made by Auddia Inc., which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K of the Company dated August 30, 2023, and agree with such statements |
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| August 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 25, 2023 (August 23, 2023) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Comm |
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| August 25, 2023 |
Auddia Inc. Announces Filing of Delayed 10-Q Quarterly Report Exhibit 99.1 Auddia Inc. Announces Filing of Delayed 10-Q Quarterly Report BOULDER, CO, August 25, 2023 – Auddia Inc., (“Auddia” or the “Company”) (Nasdaq: AUUD, AUUDW), developer of a proprietary AI platform for audio and innovative technologies for podcasts that is reinventing how consumers engage with audio, announced today that it was not able to file its Quarterly Report for the quarter ended |
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| August 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly REPORT pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2023 Or ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-40071 AUDDIA |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-CEN o N-CSR For Period Ended: June 30, 2023 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q For the Transition Period Ende |
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| July 14, 2023 |
CohnReznick LLP letter dated July 14, 2023 Exhibit 16.1 July 14, 2023 U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read the statements made by Auddia Inc., which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K of the Company dated July 14, 2023, and agree with such statements contained therein as they pertain to our f |
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| July 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 14, 2023 (July 10, 2023) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commissi |
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| July 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 11, 2023 (July 10, 2023) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commissi |
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| July 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 3, 2023 (June 30, 2023) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commissio |
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| June 30, 2023 |
AUUD / Auddia Inc / White Lion Capital LLC - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1) Under the Securities Act of 1934 AUDDIA INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 05072K107 (CUSIP Number) June 30, 2023 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant |
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| June 14, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 14, 2023 (June 13, 2023) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commissi |
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| June 14, 2023 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of June, 2023, between Auddia Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set forth in th |
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| June 14, 2023 |
Form of 2023 Placement Agency Agreement Exhibit 1.1 PLACEMENT AGENCY AGREEMENT June , 2023 Auddia, Inc. 2100 Central Ave., Suite 200 Boulder, Colorado 80301 Attention: Michael Lawless, President, Chief Executive Officer and Director Dear Mr. Lawless: This agreement (the “Agreement”) constitutes the agreement between Maxim Group LLC (the “Placement Agent”) and Auddia, Inc., a Delaware corporation (the “Company”), pursuant to which the Pl |
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| June 14, 2023 |
AUDDIA INC. 4,375,000 Shares of Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-264227 PROSPECTUS SUPPLEMENT (to Prospectus dated April 18, 2021) AUDDIA INC. 4,375,000 Shares of Common Stock We are offering to a group of institutional investors 4,375,000 shares of our common stock, par value $0.001 per share (“common stock”) in a registered direct transaction. The public offering price is $0.65 per share. Our common stock |
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| June 14, 2023 |
Exhibit 99.1 Auddia Announces Pricing of $3.1 Million Registered Direct Offering of Common Stock Priced At-The-Market BOULDER, CO, June 13, 2023 (GLOBE NEWSWIRE) - via NewMediaWire– Auddia Inc. (Nasdaq: AUUD) ("Auddia" or the "Company"), developer of a proprietary AI platform for audio and innovative technologies for podcasts that is reinventing how consumers engage with audio, today announced tha |
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| June 13, 2023 |
Filed pursuant to Rule 424(b)(5) Registration No. 333-235891 PROSPECTUS SUPPLEMENT (to Prospectus dated April 18, 2021) (to Prospectus Supplement dated November 15, 2022) AUDDIA INC. This prospectus supplement amends and supplements the information in the prospectus dated April 18, 2021 (the “Prospectus”), filed with the Securities and Exchange Commission as part of our registration statement on F |
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| May 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 26, 2023 (May 23, 2023) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission |
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| May 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly REPORT pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2023 Or ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 001-40071 AUDDIA |
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| May 16, 2023 |
NT 10-Q 1 auddia10qnt.htm NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-CEN o N-CSR For Period Ended: March 31, 2023 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form |
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| May 12, 2023 |
Auditor letter from Daszkal Bolton LLP dated May 12, 2023 Exhibit 16.1 May 12, 2023 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: Auddia Inc. Changes in Registrant’s Certifying Accountant We have read the statements made by Auddia Inc., which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K of the Company dated May 12, 2023, and agree with such statements contai |
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| May 12, 2023 |
Auditor letter from CohnReznick LLP dated May 12, 2023 Exhibit 16.2 May 12, 2023 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: Auddia Inc., Changes in Registrant’s Certifying Accountant We have read the statements made by Auddia Inc., which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K of the Company dated May 12, 2023, and agree with such statements conta |
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| May 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 8, 2023 AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commission File Number |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 28, 2023 (April 24, 2023) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commis |
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| April 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 21, 2023 (April 17, 2023) AUDDIA INC. (Exact name of registrant as specified in its charter) Delaware 001-40071 45-4257218 (State or other jurisdiction of incorporation) (Commis |
