SOUNW SoundHound AI Inc

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Nature of Operations

SoundHound AI, Inc. (“we," "us," "our," "SoundHound” or the “Company”) turns sound into understanding and actionable meaning. SoundHound’s technology applications enable humans to interact with the things around them in the same way they interact with each other: by speaking naturally to mobile phones, cars, televisions, music speakers, coffee machines, and every other part of the emerging “connected” world. SoundHound's voice AI platform enables product creators to develop their own voice interfaces with their customers. The SoundHound Chat AI voice assistant allows businesses and brands to provide a next-generation voice experience for their users, seamlessly integrating Generative AI and a mix of real-time information domains. Houndify is an open-access platform that allows developers to leverage SoundHound’s Voice AI technology. The Company has developed a range of proprietary technologies on our voice AI platform, including Speech-to-Meaning, Deep Meaning Understanding, Collective AI, Dynamic Interaction and SoundHound Chat AI. The SoundHound music app allows customers to identify and play songs by singing or humming into the smartphone’s microphone, or by identifying the sound playing in the background from external sources. SoundHound also provides edge, cloud and hybrid (Edge+Cloud) connectivity solutions that allow brands to optimize their voice-enabled products and devices with options ranging from fully-embedded to exclusively cloud-connected.

On January 3, 2024, the Company completed the acquisition of Synq3, Inc. ("SYNQ3") in a cash and stock transaction. Refer to Note 3 for additional information.

Going Concern

Since inception, the Company has generated recurring losses as well as negative operating cash flows and reported a net loss of $33.0 million for the three months ended March 31, 2024. As of March 31, 2024, the Company had an accumulated deficit of $625.4 million. Management expects to continue to incur additional substantial losses in the foreseeable future. The Company has historically funded its operations primarily through equity or debt financings.

Total unrestricted cash and cash equivalents on hand as of March 31, 2024 was $211.7 million. Although the Company has incurred recurring losses each year since its inception, the Company expects it will be able to fund its operations for at least the next twelve months from the date these condensed consolidated financial statements are issued. The Company may seek funding through additional debt or equity financing arrangements, implement incremental expense reduction measures or a combination thereof to continue financing its operations. Refer to Note 19 for information regarding the Company's equity financing activity subsequent to March 31, 2024. The Company's condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business.

Other Risk and Uncertainties

Inflation has risen significantly worldwide and the United States has recently experienced historically high levels of inflation. This inflation and government efforts to combat inflation, such as recent and future significant increases to benchmark interest rates and other related monetary policies, have and could continue to increase market volatility and have an adverse effect on the domestic and international financial markets and general economic conditions.

Additionally, U.S. and global markets are experiencing volatility and disruption following the escalation of geopolitical tensions and the start of the military conflict between Russia and Ukraine and the Israel-Hamas war. Although our business has not been materially impacted by the Russia-Ukraine conflict or the Israel-Hamas war, it is impossible to predict the extent to which our operations, or those of our customers’ suppliers and manufacturers, will be impacted in the short and long-term, or the ways in which the conflict may impact our business. The extent and duration of the military action, sanctions and resulting market disruptions are impossible to predict but could be substantial.

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Basis of Presentation

The (a) condensed consolidated balance sheet as of December 31, 2023, which has been derived from audited financial statements as filed in the Company’s Form 10-K, which was originally filed with the Securities and Exchange Commission ("SEC") on March 1, 2024 and (b) the unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and applicable rules and regulations of the SEC regarding annual financial reporting. Any reference in these notes to applicable accounting guidance is meant to refer to the authoritative U.S. GAAP included in the Accounting Standards Codification (“ASC”), and Accounting Standards Update (“ASU”) issued by the Financial Accounting Standards Board (“FASB”). The condensed consolidated financial statements have been prepared on a basis consistent with the audited consolidated financial statements and in the opinion of management, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair statement of its financial position have been included. The results of operations for the three months ended March 31, 2024 are not necessarily indicative of the results for the fiscal year ending December 31, 2024 or any future interim period.

Certain information and note disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading.

Significant Accounting Policies

With the exception of the Significant accounting policies related to the SYNQ3 Acquisition (as defined in Note 3) which are disclosed below, there have been no material changes to our significant accounting policies disclosed in Note 2 - Basis of Presentation and Summary of Significant Accounting Policies of the Notes to the Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023.

Reclassification

Certain accounts in the prior year condensed consolidated financial statements were reclassified to conform with the current year presentation. The reclassification had an immaterial impact on our consolidated balance sheet in the prior year period.

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the amounts reported and disclosures in the consolidated financial statements and accompanying notes. Such estimates include revenue recognition, allowance for credit losses, accrued liabilities, derivative and warrant liabilities, calculation of the incremental borrowing rate, financial instruments recorded at fair value on a recurring basis, the accounting for business combinations and allocating purchase price, valuation and estimating the useful life of identifiable intangible assets, probability of achievement of revenue estimates related to contingent earnout consideration and performance-based equity awards, valuation of deferred tax assets and uncertain tax positions and the fair value of common stock and other assumptions used to measure stock-based compensation expense. The Company bases its estimates on historical experience, the current economic environment, and on assumptions it believes are reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in those estimates resulting from changes in the economic environment will be reflected in the financial statements in future periods. Actual results could differ materially from those estimates.

Segment Information

The Company has determined that the Chief Executive Officer is its chief operating decision maker. The Company’s Chief Executive Officer reviews discrete financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance. Accordingly, the Company has determined that it operates as a single reportable segment.

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Concentrations of Credit Risk and Other Risks and Uncertainties

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents, the balances of which frequently exceed federally insured limits. The Company regularly monitors its credit risk exposure and takes steps to mitigate the likelihood of these exposures resulting in actual loss.

As of March 31, 2024, accounts receivable balances due from Customer A, B, and C accounted for 16%, 14% and 17% of the Company’s accounts receivable balance, respectively. As of December 31, 2023, accounts receivable balances due from Customer A, C, and D accounted for 40%, 32% and 15% of the Company’s accounts receivable balance, respectively.

As of March 31, 2024, unbilled receivables from Customer A, C and F accounted for 31%, 23% and 32% of the Company’s unbilled receivables balance, respectively. As of December 31, 2023, unbilled receivables from Customer A, B and C accounted for 59%, 16% and 11% of the Company’s unbilled receivables balance, respectively.

For the three months ended March 31, 2024, Customer A and C accounted for 26% and 22% of the revenue, respectively. For the three months ended March 31, 2023, Customer A, B, C and E accounted for 25%, 27%, 11% and 14% of revenue, respectively.

Business Combinations and Contingent Consideration

Business combinations are accounted for using the acquisition method. The Company allocates the fair value of the purchase price of an acquisition to the assets acquired and liabilities assumed, based on their estimated fair values as of the date of acquisition. The excess of the fair value of the purchase price over the fair values of these net tangible and intangible assets acquired is recorded as goodwill. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but the estimates and assumptions are inherently uncertain and subject to refinement. The estimates and assumptions used in valuing intangible assets include, but are not limited to, the amount and timing of projected future cash flows, discount rate used to determine the present value of these cash flows and asset lives. These estimates are inherently uncertain and, therefore, actual results may differ from the estimates made. As a result, during the measurement period of up to one year from the acquisition date, the Company may make adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the measurement period's conclusion or final determination of the fair value of the purchase price of an acquisition, whichever comes first, any subsequent adjustments are recorded to our condensed consolidated statements of operations. Acquisition-related expenses are recognized separately from the business combination and expensed as incurred.

Certain business combinations include contingent consideration arrangements, which are generally based on achievement of future financial performance or future events. If it is determined the contingent consideration arrangement is not compensatory, the Company estimates fair value of contingent consideration payments as part of the initial purchase price and records the estimated fair value of contingent consideration as a liability in the condensed consolidated balance sheet. The Company reviews and assesses the estimated fair value of contingent consideration each reporting period, and the updated fair value could differ materially from the initial estimates. Adjustments to estimated fair value related to changes in fair value are reported as change in fair value of contingent acquisition liabilities in our condensed consolidated statements of operations.

Goodwill

Goodwill represents the excess of the purchase price in a business combination over the fair value of net assets acquired. Goodwill is not amortized but tested annually for impairment or when indicators of impairment are present. The test for goodwill impairment involves a qualitative assessment of impairment indicators. If indicators are present, a quantitative test of impairment is performed. Goodwill impairment, if any, is determined by comparing the reporting unit’s fair value to its carrying value. An impairment loss is recognized in an amount equal to the excess of the reporting unit’s carrying value over its fair value, up to the amount of goodwill allocated to the reporting unit. The Company's policy is to review goodwill for impairment annually on October 1st unless a triggering event requires an analysis sooner. There was no goodwill impairment for the three months ended March 31, 2024.

Intangible Assets with Definite Lives

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The Company's intangible assets consist principally of developed technology, customer relationships, tradename, and conversation data. The Company assesses the appropriate method of amortization of the intangible assets that reflects the pattern in which the economic benefits of the intangible assets are consumed. The Company determined that a straight-line method of amortization was appropriate for its intangible assets. The remaining useful lives of long-lived assets are re-assessed periodically at the asset group level for any events and circumstances that may change the future cash flows expected to be generated from the long-lived asset or asset group.

Intangible assets with definite lives are tested for impairment whenever events or changes in circumstances indicate the carrying value of a specific asset or asset group may not be recoverable. We assess the recoverability of intangible assets with definite lives at the asset group level. Asset groups are determined based upon the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. For the purpose of the recoverability test, we compare the total undiscounted future cash flows from the use and disposition of the assets with its net carrying amount. When the carrying value of the asset group exceeds the undiscounted future cash flows, the asset group is deemed to be impaired. The amount of the impairment loss represents the excess of the asset or asset group’s carrying value over its estimated fair value, which is generally determined based upon the present value of estimated future pre-tax cash flows that a market participant would expect from use and disposition of the long-lived asset or asset group. There were no intangible asset impairments in any of the periods presented.

Recent Accounting Pronouncements — Not Yet Adopted

In November 2023, the FASB issued ASU 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures," which expands disclosures about a public business entity's reportable segments and provides for more detailed information about a reportable segment's expenses. This guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and requires retrospective application to all prior periods presented in the financial statements. Early adoption is permitted. Preliminarily, the Company will have increased disclosure requirements for its single reportable segment related to its significant segment expenses as well as additional information on its Chief Operating Decision Maker (“CODM”) and its use of reported measures. The Company will continue to evaluate this ASU to determine its impact on disclosures.

In December 2023, the Financial Accounting Standards Board issued Accounting Standards Update No. 2023-09, which requires more detailed income tax disclosures. The guidance requires entities to disclose disaggregated information about their effective tax rate reconciliation as well as expanded information on income taxes paid by jurisdiction. The disclosure requirements will be applied on a prospective basis, with the option to apply them retrospectively. The standard is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact that the updated standard will have on the financial statement disclosures.

On January 3, 2024 (the "Closing Date"), the Company acquired all of the issued and outstanding equity of SYNQ3, a provider of voice AI and other technology solutions to the restaurant industry, for total preliminary purchase consideration of $17.0 million (the “SYNQ3 Acquisition”). The Company’s acquisition of SYNQ3 is expected to expand its AI customer service solutions and create a Voice AI provider for restaurants. The acquisition is expected to significantly extend the Company's market reach and accelerate the deployment of generative AI capabilities to the industry.

The total preliminary purchase consideration includes $3.9 million in cash paid and 5,755,910 in shares of the Company’s Class A Common Stock issued as of the Closing Date. The Company has also withheld purchase consideration of $0.5 million in cash and 1,179,514 shares of the Company’s Class A Common Stock, subject to customary net working capital adjustments, to partially secure the indemnification obligations of SYNQ3's former stockholders under the merger agreement and agreed to pay up to $0.8 million in cash and 1,434,936 in shares of the Company’s Class A Common Stock to certain former stockholders of SYNQ3 based upon the achievement of specified future milestones. The Company also issued 2,033,156 restricted shares of the Company’s Class A Common Stock subject to time and performance-based vesting conditions at the Closing Date.

Holdback

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The $0.5 million in cash and 1,179,514 shares of the Company's Class A Common Stock is being withheld for a period of 15 months (the "Holdback Amount"). The Company determined that there are two components to the Holdback Amount related to deferred consideration and contingent consideration, each comprised of cash and shares.

The deferred cash holdback consideration of $0.1 million was recorded within other non-current liabilities at present value and the deferred share holdback consideration of 361,145 shares of the Company's Class A Common Stock was recorded within stockholders’ equity in the amount of $0.6 million based on the fair value of the Company's Class A Common Stock as of the Closing Date (the "Deferred Consideration").

The contingent cash and share holdback consideration to be issued is variable ("Contingent Holdback Consideration"). Final amounts to be issued will be reduced based upon future actions and settlements with third parties to resolve assumed contingent sales tax liabilities in connection with the SYNQ3 Acquisition. The Company accounted for the Contingent Holdback Consideration as a liability within contingent acquisition liabilities on the condensed consolidated balance sheet. As of the Closing Date, the Contingent Holdback Consideration was estimated to be $1.0 million in aggregate and to be settled in $0.2 million cash and the remainder in shares of the Company’s Class A Common Stock. The Contingent Holdback Consideration will be subsequently remeasured at each reporting date with changes in fair value recognized as a component of operating expense on the Company’s condensed consolidated statement of operations and comprehensive loss. For the three months ended March 31, 2024, the Company recognized a $1.6 million loss related to the Contingent Holdback Consideration. See Note 17 to our unaudited condensed consolidated financial statements included within this report for more information on the fair value measurement of shares associated with the holdback.

Earnout

The Company also agreed to pay in aggregate up to $0.8 million in cash and 1,434,936 in shares of Class A Common Stock, to certain stockholders of SYNQ3 based on tiered annual revenue targets for each fiscal year 2024, 2025 and 2026 (the “Contingent Earnout Consideration”). The Company accounted for the Contingent Earnout Consideration as a liability within contingent acquisition liabilities on the Company's condensed consolidated balance sheet and will subsequently remeasure the liability at each reporting date with changes in fair value recognized as a component of operating expense in the Company’s condensed consolidated statement of operations and comprehensive loss. As of the Closing Date, the Contingent Earnout Consideration was estimated to be $1.7 million in aggregate and to be settled in $0.2 million cash and the remainder in shares of the Company’s Class A Common Stock. For the three months ended March 31, 2024, the Company recognized a $2.6 million loss related to the Contingent Earnout Consideration, reflected in the change in fair value of contingent acquisition liabilities in the condensed consolidated statement of operations and comprehensive loss. See Note 17 to our unaudited condensed consolidated financial statements included within this report for more information on the fair value measurement of Contingent Earnout Consideration.

Restricted stock awards

The 2,033,156 restricted shares of the Company's Class A Common Stock issued at the Closing Date to certain continuing employees of SYNQ3 subject to time and performance-based vesting conditions was determined to be a separate transaction from the SYNQ3 Acquisition and therefore is excluded from purchase consideration. See Note 13 to our unaudited condensed consolidated financial statements included within this report for more information on stock-based awards issued in connection with the SYNQ3 Acquisition.

Preliminary purchase price allocation

The preliminary purchase price allocation was performed as of January 3, 2024 and allocated to the assets acquired and liabilities assumed based on their respective fair values, as follows (in thousands):

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Cash paid			$	3,910
Equity consideration			9,687
Deferred cash consideration			143
Deferred equity consideration			608
Contingent earnout consideration			1,676
Contingent holdback consideration			981
Purchase price			17,005
Assets acquired:
Cash			221
Accounts receivable			1,500
Prepaid expenses			72
Intangible assets			12,705
Total identified assets acquired			14,498
Liabilities assumed:
Accounts payable			440
Accrued liabilities			1,677
Deferred revenue			104
Other non-current liabilities			750
Deferred tax liability			282
Total liabilities assumed			3,253
Fair value of identifiable net assets acquired			$	11,245
Goodwill acquired on acquisition			$	5,760

Goodwill recognized includes synergies expected to be achieved from the operations of the combined company and intangible assets that do not qualify for separate recognition. Expected synergies include both increased revenue opportunities and the cost savings from the planned integration of platform infrastructure, facilities, personnel, and systems. The transaction is considered a non-taxable business combination, and the goodwill is not deductible for tax purposes.

The preliminary purchase price allocation has not been finalized as of March 31, 2024 primarily due to the final assessment of the fair values of the intangible assets, contingent sales tax liability assumed, and fair value of the contingent acquisition liabilities. The fair value estimates of assets acquired and liabilities assumed is pending the completion of various items, including obtaining further information regarding the identification and valuation of all assets acquired and liabilities assumed. Any adjustments to the estimates of purchase price allocation will be made in the periods in which the adjustments are determined, and the cumulative effect of such adjustments will be calculated as if the adjustments had been completed as of the acquisition date. The Company expects to finalize the purchase price allocation within 12 months from the acquisition date.

The following table summarizes the preliminary fair values of the identifiable intangible assets acquired (in thousands):

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			Useful life			Preliminary fair value
Intangible Assets:			(in years)			at acquisition
Developed technology			3.0			$	5,210
Customer relationships			4.0			4,800
Tradename			2.0			1,410
Conversation data			2.5			1,285
						$	12,705

The Company incurred $1.3 million in acquisition related expenses, of which $0.2 million was incurred during the three months ended March 31, 2024 and recorded as general and administration expenses in its condensed consolidated statements of operations and comprehensive loss.

Restricted stock units

As a condition of the SYNQ3 Acquisition, the Company additionally granted certain employees awards with future vesting conditions. As a result, the Company determined that these awards should be accounted for separately from the acquisition and therefore are excluded from purchase consideration. See Note 13 to our unaudited condensed consolidated financial statements included within this report for more information on these awards.

Unaudited pro forma financial information

The financial results of SYNQ3 are included in these unaudited condensed consolidated financial statements from the date of the acquisition. The acquired business contributed revenue of $3.0 million and net loss of $1.6 million to the Company for the period from January 3, 2024 to March 31, 2024.

The following table includes unaudited pro forma financial information that presents combined results of the Company as if the business combination was completed on January 1, 2023, the beginning of the comparable prior annual reporting period.

			Unaudited
			Three Months Ended
			March 31, 2023
Revenue			$	10,805
Net loss attributable to SoundHound AI, Inc.			$	(35,247)

The unaudited pro forma financial information includes the combined historical operating results of the Company and SYNQ3 prior to the acquisition, with adjustments to give effect for the SYNQ3 Acquisition and related events. Pro forma adjustments have been made to reflect the incremental intangible asset amortization to be incurred based on the fair values and useful lives of each identifiable intangible asset, incremental stock-based compensation related to inducement equity awards, incremental compensation related to amended severance agreements, incremental transaction costs related to the acquisition, change in fair value of contingent acquisition liabilities, elimination of interest expense related to SYNQ3’s previously outstanding debt, elimination of amortization expense related to SYNQ3's previously recognized goodwill, and the related tax effects of pro forma adjustments for the period. These unaudited pro forma results are presented for informational purpose only and are not necessarily indicative of what the actual results of operations of the combined company would have been if the acquisition had occurred at the beginning of the period presented, nor are they indicative of future results of operations. The unaudited pro forma results are based on the preliminary purchase price allocation and will be updated to reflect the final amounts as the allocation is finalized during the measurement period.

The Company did not have any material nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings.

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Revenue Recognition

The Company recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Revenues are generally recognized upon the transfer of control of promised products or services provided to customers, reflecting the amount of consideration the Company expects to receive for those products or services.

The Company’s arrangements with customers may contain multiple obligations. Individual services are accounted for separately if they are distinct — that is, if a service is separately identifiable from other items in the contract and a customer can benefit from it in its own or with other resources that are readily available to the customer.

The Company derives its revenue primarily from the following performance obligations: (1) hosted services, (2) professional services, (3) monetization, and (4) licensing. Revenues are reported net of applicable sales and use taxes that are passed through to customers. The Company applies significant judgement in identifying and evaluating any terms and conditions in contracts which impact revenue recognition.

The Company has the following performance obligations in contracts with customers:

Hosted Services

Hosted services, along with non-distinct customization, integration, maintenance and support professional services, allow customers to access the Houndify platform over the contract period without taking possession of the software.

The Company has determined that the hosted services arrangements are a single performance obligation comprised of a series of distinct services, since each day of providing access to hosted services is substantially the same and the customer simultaneously receives and consumes the benefits as access is provided. These services are provided either on a usage basis (i.e., variable consideration) or on a fixed fee subscription basis. The Company recognizes revenue as each distinct service period is performed.

Hosted services generally include up-front services to develop and/or customize the Houndify application to each customer’s specification. Judgement is required to determine whether these professional services are distinct from the hosted services. In making this determination, factors such as the degree of integration, the customers’ ability to start using the software prior to customization, and the availability of these services from other independent vendors are considered.

In instances where the Company concluded that the up-front services are not distinct performance obligations, revenues for these activities are recognized over the period which the hosted services are provided and is included within hosted services revenue.

Revenues derived as a result of the SYNQ3 Acquisition are categorized as hosted services revenue.

Professional Services

Revenues from distinct professional services, such as non-integrated development services, are either recognized over time based upon the progress towards completion of the project, or at a point in time at project completion. The Company assesses distinct professional services to determine whether the transfer of control is over-time or at a point in time. The Company considers three criteria in making their assessment including (1) the customer simultaneously receives and consumes the benefits; (2) the Company’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or (3) the Company’s performance does not create an asset with an alternative use to the entity and the entity has an enforceable right to payment for performance completed to date. If none of the criteria are met, revenues are determined to be recognized at a point in time.

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For distinct professional services determined to be recognized over-time, measuring the stage of completion of a project requires significant judgement and estimates and is based on input and output measures. During the three months ended March 31, 2024, $1.5 million of professional service revenue was recognized over time. During the three months ended March 31, 2024, there was no professional service revenue recognized at a point in time when the performance obligation was fulfilled and control of the service was transferred to the customer. During the three months ended March 31, 2023, $0.7 million of professional service revenue was recognized over time, with the remaining $0.9 million recognized at a point in time when the performance obligation was fulfilled and control of the service was transferred to the customer.

Monetization

Monetization revenues are primarily derived from advertising payments associated with ad impressions placed on the SoundHound music identification application. The amount of revenue is based on actual monetization generated or usage, which represent a variable consideration with constrained estimates. Therefore, the Company recognizes the related revenues at a point in time when advertisements are placed, when commissions are paid or when the SoundHound application is downloaded. The determination of whether revenue should be reported on a gross or net basis is based on an assessment of whether the Company is acting as a principal or an agent in the transaction. The Company has determined that it does not act as the principal in monetization arrangements because it does not control the transfer of the service and it does not set the price. Based on these factors, the Company reports revenue on a net basis.

Licensing

The Company licenses voice solutions that are embedded in customer’s products. Licensing revenues are a distinct performance obligation that is recognized when control is transferred to the customer, which is at a point in time for non-customized solutions. For licenses with non-distinct customized solutions, revenues are recognized over time based on the progress towards completion of the customized solution. Revenues generated from licensing are based on royalty models with a combination of minimum guarantees and per unit pricing. Royalty periods are generally subsequent to when control of the license passes to the customer. The Company records licensing revenue as a usage-based royalty from customers’ usage of intellectual property in the same period in which the underlying sale occurs. For royalty arrangements that include fixed considerations related to a minimum guarantee from a customer, the fixed consideration allocated to the license is recognized when the control of the license passes to the customer. The Company provides assurance-type warranty services and to date, post-contract support has been an immaterial performance obligation within the context of the contract.

When a contract has multiple performance obligations, the transaction price is allocated to each performance obligation based on its relative estimated standalone selling price (“SSP”). Judgments are required to determine the SSP for each distinct performance obligation. SSP is determined by maximizing observable inputs from pricing of standalone sales, when possible. Since prices vary from customer to customer based on customer relationship, volume discount and contract type, in instances where the SSP is not directly observable, the Company estimates SSP by considering the following factors:

•Costs of developing and supplying each performance obligation;

•Industry standards;

•Major product groupings; and

•Gross margin objectives and pricing practices, such as contractually stated prices, discounts offered, and applicable price lists.

These factors may vary over time, depending upon the unique facts and circumstances related to each deliverable. If the facts and circumstances underlying the factors considered change or should future facts and circumstances lead the Company to consider additional factors, the Company’s best estimate of SSP may also change.

The Company’s long-term contracts do not have significant financing components, as there is generally payment and performance in each year of the contract. The Company has elected the practical expedient to not adjust promised amounts of consideration for the effects of a significant financing component if the Company expects, at contract inception, that the period between when the Company transfers a promised good or service to a customer and when the customer pays for that

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good or service will be one year or less. If there is a period of one year or longer between the transfer of promised services and payment, it is generally for reasons other than financing, thus, the Company does not adjust the transaction price for financing components.

For the three months ended March 31, 2024 and 2023, revenue under each performance obligation was as follows (in thousands):

			Three Months Ended March 31,
			2024						2023
Hosted services			$	8,907					$	4,745
Professional services			1,472						1,643
Licensing			1,093						179
Monetization			122						140
Total			$	11,594					$	6,707

For the three months ended March 31, 2024 and 2023, the disaggregated revenue by geographic location was as follows* (in thousands):

			Three Months Ended March 31,
			2024						2023
United States			$	3,734					$	786
Korea			3,398						2,259
France			2,566						730
Other			973						207
Japan			923						937
Germany			—						1,788
Total			$	11,594					$	6,707

*Revenue by geographic region is allocated to individual countries based on the billing location of the customer. The end customer location may be different than the customer's billing location.

For the three months ended March 31, 2024 and 2023, the disaggregated revenue by recognition pattern was as follows (in thousands):

			Three Months Ended March 31,
			2024						2023
Over time revenue			$	10,380					$	5,505
Point-in-time			1,214						1,202
Total			$	11,594					$	6,707

The Company also disaggregates revenue by service type. This disaggregation consists of Product Royalties, Service Subscriptions and Monetization. Product Royalties revenues are derived from Houndified Products, which are voice-enabled tangible products across the automotive and consumer electronics industries. Revenues from Product Royalties are based on volume, usage or life of the products, which are driven by number of devices, users or unit of time. Service Subscription revenues are generated through Houndified Services, which include customer services, food ordering, content,

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appointments and voice commerce. Subscription revenues are derived from monthly fees based on usage-based revenue, revenue per query or revenue per user. Both Houndified Products and Houndified Services may include professional services that develop and customize the Houndify platform to fit customers’ specific needs. Revenues from Monetization are generated from the SoundHound music identification app and are primarily attributable to user ad impression revenue.

For the three months ended March 31, 2024 and 2023, the disaggregated revenue by service type was as follows (in thousands):

			Three Months Ended March 31,
			2024						2023
Product royalties			$	7,889					$	6,176
Service subscriptions			3,583						391
Monetization			122						140
Total			$	11,594					$	6,707

Contract Balances

The Company performs its obligations under a contract with a customer by providing access to software, licensing right to use software, or providing services in exchange for consideration from the customer. The timing of the Company’s performance often differs from the timing of the customer’s payment, which results in the recognition of a receivable, a contract asset or deferred revenue.

As of January 1, 2023, accounts receivable, net of allowances, was $3.4 million, contract assets were $8.7 million and deferred revenue was $13.4 million.

The contract asset and unbilled accounts receivable, net as of March 31, 2024 and December 31, 2023 consists of the following (in thousands):

			Balance Sheet Presentation						March 31, 2024						December 31, 2023
Unbilled account receivables - current			Contract assets and unbilled receivables, net of allowance for credit losses						$	7,068					$	5,138
Contract assets - current			Contract assets and unbilled receivables, net of allowance for credit losses						5,036						6,642
Unbilled account receivables - non-current			Contract assets and unbilled receivables, non-current, net of allowance for credit losses						1,251						—
Contract assets - non-current			Contract assets and unbilled receivables, non-current, net of allowance for credit losses						13,855						16,492

The change in the Company's contract assets and contract liabilities during the current period was primarily the result of the timing differences between the Company's performance, invoicing and customer payments. The Company has not recorded any asset impairment charges related to contract assets during the periods presented in the condensed consolidated financial statements.

Revenues recognized included in the balances of the deferred revenue at the beginning of the reporting period were $1.9 million for the three months ended March 31, 2024 and $1.8 million for the three months ended March 31, 2023.

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As of March 31, 2024, the aggregate amount of the transaction price allocated to the remaining performance obligations related to customer contracts that were unsatisfied or partially unsatisfied was $11.8 million. Given the applicable contract terms, $6.3 million is expected to be recognized as revenue within one year, $3.4 million is expected to be recognized between 2 to 5 years and the remainder of $2.1 million is expected to be recognized after 5 years. This amount does not include contracts to which the customer is not committed, contracts for which the Company recognizes revenue equal to the amount the Company has the right to invoice for services performed or future sales-based or usage-based royalty payments in exchange for access to the Company’s hosted services. This amount is subject to change due to future revaluations of variable consideration, terminations, other contract modifications or currency adjustments. The estimated timing of the recognition of remaining unsatisfied performance obligations is subject to change and is affected by changes to scope, changes in timing of delivery of products and services or contract modifications.

Goodwill

The change in the carrying value of goodwill for the three months ended March 31, 2024, was as follows (in thousands):

Balance as of December 31, 2023			$	—
Acquisition of SYNQ3			5,760
Balance as of March 31, 2024			$	5,760

The Company has applied the acquisition method of accounting in accordance with ASC 805 and recognized assets acquired and liabilities assumed of SYNQ3 at their fair value as of the date of acquisition, with the excess purchase consideration recorded to goodwill. As the Company finalizes the estimation of the fair value of the assets acquired and liabilities assumed, additional adjustments to the amount of goodwill may be necessary.

Intangible Assets

The gross carrying value, accumulated amortization and net carrying value of intangible assets consisted of the following (in thousands):

			March 31, 2024
			Gross Carrying Value			Accumulated Amortization			Net Carrying Value
Developed technology			$	5,210		$	520		$	4,690
Customer relationships			4,800			300			4,500
Tradename			1,410			176			1,234
Conversation data			1,285			129			1,156
Total			$	12,705		$	1,125		$	11,580

Amortization expense of intangible assets was $1.1 million for the three months ended March 31, 2024. These expenses were recorded as $0.5 million within cost of revenues, and $0.6 million within operating expenses for the respective periods. There was no amortization expense during the three months ended March 31, 2023.

Future amortization expense of intangible assets held as of March 31, 2024, are as follows (in thousands):

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Year ending December 31,
2024			$	3,030
2025			4,156
2026			3,194
2027			1,200
Total			$	11,580

Accrued liabilities consisted of the following (in thousands):

			March 31, 2024						December 31, 2023
Accrued compensation expenses			$	8,141					$	6,961
Accrued vendor payables			3,158						3,792
Accrued lender fees			3,501						2,603
Other accrued liabilities			541						528
			$	15,341					$	13,884

Contracts

In August 2021, the Company entered into an exclusive agreement with a cloud service provider to host its voice artificial intelligence platform pursuant to which the Company committed to pay a minimum of $98.0 million in cloud costs over a seven-year period subject to variable increases based on usage.

Aggregate non-cancelable future minimum payments were as follows as of March 31, 2024 (in thousands):

Remainder of 2024			$	8,250
2025			14,000
2026			16,000
2027			24,000
2028			24,000
Total			$	86,250

Legal Proceedings

From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of its business activities. The Company accrues contingent liabilities when it is probable that future expenditures will be made, and such expenditures can be reasonably estimated. In the opinion of management, there are no pending claims for which the outcome is expected to result in a material adverse effect on the financial position, results of operations or cash flows of the Company.

Other Matters

The Company has not historically collected U.S. state or local sales and use tax, or other similar taxes, in any jurisdiction. On June 21, 2018, the U.S. Supreme Court decided, in South Dakota v. Wayfair, Inc., that state and local jurisdiction may, in certain circumstances, enforce sales and use tax collection obligations on remote vendors that have no physical presence

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in such jurisdiction. A number of states have already begun, or have positioned themselves to begin, requiring sales and use tax collection from remote vendors. The details and effective dates of these collection requirements vary from state to state. The Company continues to analyze potential sales tax exposure using a state-by-state assessment. In accordance with ASC 450, Contingencies, the Company estimated and recorded a liability of $1.0 million as of March 31, 2024 and $0.2 million as of December 31, 2023.

Term Loan Warrants

In connection with the Credit Agreement (as defined in Note 9), on the Term Loan Closing Date the Company issued warrants to purchase up to 3,301,536 shares of the Company’s Class A Common Stock to the Agent and its assign (the “Term Loan Warrants”). The Term Loan Warrants have a per share exercise price of $2.59 and may be exercised, including on a cashless basis, by the holder at any time prior to the 10-year anniversary of the issue date. The Term Loan Warrants will be automatically cashless exercised immediately prior to a change in control of the Company. The Term Loan Warrants are indexed to the Company's stock and were classified as an equity instrument. On the Term Loan Closing Date, this resulted in the Company allocating the gross proceeds and issuance costs between the Term Loan and the Term Loan Warrants based on their relative fair values, resulting in the initial recognition of the Term Loan Warrant at $4.1 million as additional paid-in-capital on the condensed consolidated balance sheets.

In March 2024, the Company issued 2,269,982 shares of the Company's Class A Common Stock resulting from the cashless exercise in full of the Term Loan Warrants that were outstanding. As of March 31, 2024, all of the Term Loan Warrants had been exercised and no Term Loan Warrants are outstanding.

Warrants Related to the ATSP Merger

Public Warrants

On April 26, 2022 (the "Closing"), pursuant to a merger agreement dated as of November 15, 2021 by and among Archimedes Tech SPAC Partners Co. (“ATSP”), ATSPC Merger Sub, Inc. and SoundHound, Inc. (“Legacy SoundHound”), the parties consummated the merger of ATSPC Merger Sub, Inc. with and into Legacy SoundHound, with Legacy SoundHound continuing as the surviving corporation, as well as the other transactions contemplated by the Merger Agreement (the merger and such other transactions collectively referred to the “ATSP Merger”).

Prior to the ATSP Merger, ATSP issued public warrants ("Public Warrants"). Each Public Warrant entitles the holder to the right to purchase one share of common stock at an exercise price of $11.50 per share. No fractional shares were issued upon exercise of the Public Warrants. The Company may redeem the outstanding warrants, for $0.01 per warrant, upon not less than 30 days’ prior written notice of redemption, if the reported last sale price of the common stock equals or exceeds $18.00 per share (as adjusted for stock dividends, sub-divisions, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period commencing after the warrants become exercisable and ending on the third trading day before the Company sends the notice of redemption to the warrant holders. Upon issuance of a redemption notice by the Company, the warrant holders may, at any time after the redemption notice, exercise the Public Warrants for cash, or on a cashless basis.

Subsequent to the closing of the ATSP Merger, the Company’s Public Warrants continue to be classified as equity instruments, as they are indexed to the Company’s stock.

Private Warrants

Prior to the ATSP Merger, ATSP issued private warrants ("Private Warrants"). The Private Warrants were initially issued in the same form as the Public Warrants with the exception that the Private Warrants: (i) would not be redeemable by the Company and (ii) may be exercised for cash or on a cashless basis, so long as they are held by the initial purchasers or any of their permitted transferees. If the Private Warrants are held by holders other than the initial purchasers or any of their

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permitted transferees, the Private Warrants will be redeemable by the Company and exercisable by the holders on the same basis as the Public Warrants.

The Private Warrants were initially classified as derivative liability instruments as they met the definition of a derivative and were not considered indexed in the Company’s own stock as the settlement value could be dependent on who held the Private Warrants at the time of exercise. Upon the Closing of the ATSP Merger, the Company modified its Private Warrants to be identical to its Public Warrants. Therefore, the Private Warrants met requirements for classification as equity instruments, as they are indexed to the Company’s stock.

SVB March 2021 Note

In March 2021, the Company entered into a loan and security agreement with a commercial bank to borrow $30.0 million. The loan bore interest at an annual rate equal to the greater of 9.00% or 5.75% above the Prime Rate. During the three months ended March 31, 2023, the interest rate was 13.50%. Payments were interest-only for the first twelve months and are now principal and interest through maturity. During the three months ended March 31, 2023, the Company recorded $0.6 million in interest expense related to the debt discounts.

Concurrently with the Company's entry into the Credit Agreement (as defined below), the Company used a portion of the proceeds to prepay in full all outstanding obligations under, and terminated, the SVB March 2021 Note. In connection with the SVB March 2021 Note prepayment, the Company paid a total of $18.5 million on April 14, 2023, which consisted of (i) the remaining principal amount outstanding of $18.1 million, (ii) a prepayment premium of $0.3 million, (iii) accrued and unpaid interest of $0.1 million and (iv) a nominal amount for transaction expenses, resulting in a loss on debt extinguishment of $0.4 million.

SCI June 2021 Note

In June 2021, the Company entered into a loan and security agreement with a lender to obtain credit extensions to the Company. Extensions were available in $5.0 million increments up to a total commitment amount of $15.0 million. The Company drew an initial $5.0 million on June 14, 2021 and the remaining $10.0 million on December 1, 2021. The loan bore interest at an annual rate equal to the greater of 9.00% or 5.75% above the Prime Rate. During the three months ended March 31, 2023, the interest rate was 0.14%. Payments were interest-only for the first twelve months and principal and interest through maturity. During the three months ended March 31, 2023, the Company recorded $0.4 million in interest expense related to the debt discounts.

Concurrently with the Company’s entry into the Credit Agreement (as defined below), the Company used a portion of the proceeds to prepay in full all outstanding obligations under, and terminated, the SCI June 2021 Note. In connection with the SCI June 2021 Note prepayment on April 14, 2023, the Company paid a total of approximately $11.7 million, which consisted of (i) the remaining principal amount outstanding of approximately $11.5 million, (ii) a prepayment premium of approximately $0.2 million and (iii) a nominal amount for transaction expenses, resulting in loss on debt extinguishment of $0.4 million.

Term Loan

On April 14, 2023 (the “Term Loan Closing Date”), the Company entered into a Senior Secured Term Loan Credit Agreement (the “Credit Agreement”). The Credit Agreement provides for a term loan facility in an aggregate principal amount of up to $100.0 million (the “Term Loan”). The Credit Agreement also permits the Company to request additional commitments of up to $25.0 million in the aggregate, with funding of such commitments in the sole discretion of the lenders under certain circumstances, which will be subject to the same terms as the Term Loan if funded. On the Term Loan closing date, the Company also entered into a Guarantee and Collateral Agreement. In addition, the Company is

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obligated to pay incremental lender fees (the "Lender fees"), beginning on the Term Loan closing date, initially at a rate of 3.5% of the principal amount of the Term Loans for the first 18 months paid semi-annually to provide a collateral protection insurance policy on behalf of the lenders. Such rate for the Lender Fees will decrease to 2.5% after the 18-month anniversary of the Term Loan Closing Date. As the lenders are the sole beneficiary of the insurance policy, the Lender Fees are deemed to be additional fees payable to the Lenders and is therefore being recognized as interest expense over the term of the Term Loan based on effective interest method.

The Company used the proceeds from the Term Loan to (i) repay outstanding amounts equal to approximately $30.0 million under the Company’s existing loan facilities, (ii) fund an escrow account on the Term Loan Closing Date in the name of the Agent for an amount equal to the first four interest payments, (iii) pay certain fees and expenses incurred in connection with entering into the Credit Agreement, and (iv) fund the Lender Fees, together with related taxes, with the remaining proceeds to be used to fund growth investments and for general corporate purposes as permitted under the Credit Agreement.

The outstanding principal balance of the Term Loan bears interest at the applicable margin plus, at the Company’s election, either (i) the Term SOFR rate published by CME Group Benchmark Administration Limited for a one-month interest period plus 0.15% or (ii) the alternate base rate (“ABR”), which is a per annum rate equal to the greatest of (a) the Prime Rate (as defined in the Credit Agreement), (b) the NYFRB Rate (as defined in the Credit Agreement) plus 0.50% and (c) the Term SOFR rate plus 1.00%. The applicable margin under the Credit Agreement is 8.50% per annum with respect to SOFR loans, and 7.50% per annum with respect to ABR loans. As of March 31, 2024, the contractual interest rate was approximately 14.0%. The Company was amortizing the discounts on an effective interest basis over the period from issuance through the Early Maturity Date. The effective interest rate was 25.18% for the quarter ended March 31, 2024. The Company incurred and paid $3.5 million in stated interest in the condensed consolidated statements of operations and comprehensive loss for the period ended March 31, 2024. During the period ended March 31, 2024, the Company recorded $1.1 million in interest expense related to the debt discount. The remaining period over which the discount will be amortized is 3.04 years as of March 31, 2024.

Subject to certain exceptions as set forth in the Credit Agreement, interest on the Term Loan is payable quarterly in arrears on the last business day of each fiscal quarter. The Term Loan is set to mature on April 14, 2027 (the “Maturity Date”). The Credit Agreement provides for no scheduled principal payments prior to the Maturity Date.

The Term Loan is secured by substantially all of the assets of the Company and its subsidiaries and is guaranteed by the Company’s subsidiaries other than Excluded Subsidiaries. As set forth in more detail in the Credit Agreement, the Company is required to make mandatory prepayments on the Term Loan in the event of certain specified events, including in the event of certain capital raises by the Company and its subsidiaries. The Company may also elect to prepay amounts at any time. If the Term Loan is prepaid for any reason prior to the second anniversary of the Closing Date, in additional to principal and accrued interest, the Company will have to pay an amount equal to the discounted future interest payments from the date of redemption through the second anniversary of the Closing Date, calculated on the basis of the interest rate in effect on the redemption date and discounted based on the applicable rate for US treasury securities of equal tenor plus 50 basis points. Additionally, the Company will have to pay the excess of 14% of the Term Loans over the amount of the Lender Fees paid through the Redemption Date.

The Credit Agreement also contains customary representations and warranties for a facility of this nature and affirmative and negative covenants. In particular, the Credit Agreement requires the Company to have liquidity at least equal to the Interest Escrow Required Amount (as defined in the Credit Agreement) as of the last day of each fiscal quarter. The Interest Escrow Required Amount is included in restricted cash equivalents, non-current on the condensed consolidated balance sheet as of March 31, 2024. In addition, the Credit Agreement limits the Company’s and its subsidiaries’ ability to incur indebtedness, make restricted payments, including cash dividends on its common stock, make certain investments, loans and advances, enter into mergers and acquisitions, sell, assign transfer or otherwise dispose of its assets, enter into transactions with its affiliates and engage in sale and leaseback transactions, among other restrictions. As of March 31, 2024, the Company was in compliance with all covenants prescribed in the Credit Agreement.

The Credit Agreement includes customary events of default, including, but not limited to, nonpayment of principal or interest, breaches of representations and warranties, failure to perform or observe covenants, cross-defaults with certain

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other indebtedness, final judgments or orders, certain change of control events, and certain bankruptcy-related events or proceedings. Upon the occurrence of an event of default (subject to notice and grace periods), obligations under the Credit Agreement could be accelerated.

The aggregate long-term debt maturities were as follows as of March 31, 2024 (in thousands):

Remainder of 2024			—
2025			—
2026			—
2027			100,000
Total			100,000
Less: unamortized discount			(14,457)
Long-term portion of debt			$	85,543

The following table summarizes the Company’s debt balances as of March 31, 2024 and December 31, 2023 (in thousands):

			March 31, 2024						December 31, 2023
Term Loan			$	100,000					$	100,000
Current portion of debt			—						—
Unamortized discount and debt issuance costs			(14,457)						(15,688)
Carrying value of long-term debt			$	85,543					$	84,312

In January 2023, the Company announced a restructuring plan (the “Restructuring Plan”) intended to reduce operating costs, improve operating margins, improve cash flows and accelerate the Company’s path to profitability. The Restructuring Plan included a reduction of the Company’s then-current workforce by approximately 40% or 180 positions globally.

Series A Preferred Stock

Between January 18, 2023 and January 20, 2023, the Company entered into Preferred Stock Purchase Agreements (the “Purchase Agreements”) with certain investors (the “Investors”), pursuant to which the Company issued and sold to the Investors an aggregate of 835,011 shares of its newly designated Series A Convertible Preferred Stock for issuance price of $30.00 per share, raising an aggregate of approximately $25.0 million in cash proceeds.

Liquidation Preference

The Liquidation Preference per share of Preferred Stock was initially equal to $30.00, the original issue price per share. On January 1, 2024, the Company's Series A Preferred Stock holders received their latest dividends paid-in-kind as an increase

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in Liquidation Preference, thereby increasing the Liquidation Preference per share to approximately $34.13. Additionally, as of March 31, 2024, the Series A Preferred Stock had accrued additional dividends since the last dividend payment date which has the effect of increasing the Liquidation Preference to approximately $35.32.

Redemption

The Series A Preferred Stock is not mandatorily redeemable.

Conversion

Each share of Series A Preferred Stock is convertible, at the option of the holder, into such number of shares of Class A Common Stock equal to the Liquidation Preference per share at the time of conversion divided by $1.00 (the “Conversion Price”). In addition, each share of Series A Preferred Stock will automatically convert into shares of Class A Common Stock at the Conversion Price on or after January 20, 2024 if and when the daily volume-weighted average closing price per share of Class A Common Stock is at least 2.5 times the Conversion Price for each of any 90 trading days during any 120 consecutive trading day period, which 120-trading day period may commence (but may not end) prior to January 20, 2024. As of March 31, 2024, the condition of automatic conversion was not met and no Series A Preferred Stock were automatically converted.

During the three months ended March 31, 2024, certain Investors optionally converted 404,764 shares of preferred stock into 14,070,854 shares of Class A Common Stock. The conversion was pursuant to the original terms of the agreement and therefore the carrying value of Series A Preferred Stock was converted into Class A Common Stock with no gain or loss upon conversion. There were no conversions during the three months ended March 31, 2023.

Since issuance, there have been a total of 764,770 shares of preferred stock converted into shares of Class A Common Stock. As of March 31, 2024, 70,241 shares of preferred stock remain outstanding.

Voting Rights

The Investors do not have voting rights, except with respect to certain protective provisions and as required by the Delaware General Corporation Law. However, as long as the Series A Preferred Stock are outstanding, the Company may not take certain actions that may materially and adversely impact the powers, preferences, or rights of the Investors without the consent of at least a majority of the Investors.

The Company is authorized to issue 500,000,000 shares of capital stock, consisting of (a) 455,000,000 shares of Class A Common Stock with a par value of $0.0001 per share, (b) 44,000,000 shares of Class B Common Stock with a par value of $0.0001 per share, and (c) 1,000,000 shares of preferred stock with a par value of $0.0001 per share. The outstanding shares of the Company’s common stock are fully paid and non-assessable.

On all matters to be voted upon, subject to the rights of any holders of any series of preferred stock, holders of shares of Class A Common Stock and Class B Common Stock will vote together as a single class on all matters submitted to the stockholders for their vote or approval. Holders of Class A and B Common Stock are entitled to one vote and ten votes per share respectively on all matters submitted to the stockholders for their vote or approval.

Each share of Class B Common Stock shall convert into one fully paid and nonassessable share of Class A Common Stock upon mandatory or optional conversion. Shares of Class B Common Stock will be automatically converted into shares of Class A Common Stock upon the occurrence of certain future events, generally including transfers, subject to limited exceptions set forth in the amended charter. The conversion of Class B Common Stock to Class A Common Stock will have the effect, over time, of increasing the relative voting power of those holders of Class B Common Stock who retain their shares in the long term. As a result, it is possible that one or more of the persons or entities holding our Class B Common Stock could gain significant voting control as other holders of Class B Common Stock sell or otherwise convert their shares into Class A Common Stock.

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During the three months ended March 31, 2024, certain holders of Class B Common Stock optionally converted 4,750,000 shares of Class B Common Stock into the same number of shares of Class A Common Stock. There were no conversions during the three months ended March 31, 2023.

Equity Line of Credit ("ELOC")

On August 16, 2022, the Company entered into a common stock purchase agreement (“Common Stock Purchase Agreement”) and related registration rights agreement (the “CFPI Registration Rights Agreement”) with CF Principal Investments LLC (the “Counterparty”). Pursuant to the Common Stock Purchase Agreement, the Company had the right, but not the obligation, to direct the Counterparty to purchase up to 25,000,000 shares of Class A Common Stock, subject to certain limitations and conditions (the "ELOC Program") at a purchase price equal to 97% of the volume weighted average stock price for a given purchase date. In connection with the execution of the Common Stock Purchase Agreement and the side letter on February 14, 2023, the Company issued 250,000 shares of Common Stock (the “Initial Commitment Shares”), and additional cash commitment fee of $0.3 million.

The Company recorded Common Stock Purchase Agreement as a derivative liability with an initial fair value of $1.1 million based on the upfront commitment fee in the form of proceeds from future issuance of commitment shares to the Counterparty plus certain fees and expenses as specified in the Purchase Agreement.

The Company recorded changes in the fair value of the derivative liability associated with the ELOC Program of $0.6 million for the three months ended March 31, 2023 as other income (expense), net on its condensed consolidated statements of operations and comprehensive loss. The Company incurred third-party costs of $0.2 million related to the execution of the Common Stock Purchase Agreement which were recorded as general and administrative expenses in the condensed consolidated statements of operations and comprehensive loss for the three months ended March 31, 2023.

During the year ended December 31, 2023, the Company sold the entirety of the 25,000,000 shares for aggregate proceeds of approximately $71.7 million, with the volume weighted average stock price of shares purchased by the Counterparty ranging from $1.75 to $4.26 per share.

Sales Agreement

On July 28, 2023, the Company entered into a Controlled Equity Offering Sales Agreement (the “Sales Agreement”) with Cantor Fitzgerald & Co., H.C. Wainwright & Co., LLC, and D.A. Davidson & Co. (each a “Sales Agent” and collectively, the “Sales Agents”), pursuant to which the Company may offer and sell up to $150,000,000 of shares of our Class A Common Stock from time to time through or to the Sales Agents acting as agent or principal. Sales of our Class A Common Stock, if any, under the Sales Agreement will be made at market prices by any method that is deemed to be an “at the market offering” as defined in Rule 415 under the Securities Act. We will pay the Sales Agents commission for their services in acting as agent in the sale of our Class A Common Stock. The Sales Agents are entitled to aggregate compensation at a fixed commission rate of 2.5% of the gross sales price per share sold under the Sales Agreement. We have also agreed to reimburse the Sales Agents for certain specified expenses, including the reasonable and documented fees and disbursements of its legal counsel in an amount not to exceed $75,000 in the aggregate in connection with the execution of the Sales Agreement.

During the three months ended March 31, 2024, the Company sold a total of 37,907,219 shares of our common stock under the Sales Agreement, at a weighted-average price of $3.62 per share and raised $137.3 million of gross proceeds, which resulted in complete utilization of the Sales Agreement. After deducting approximately $3.4 million of commissions and offering costs incurred by the Company, the net proceeds from sales of common stock was $133.8 million.

2016 Equity Incentive Plan

In April 2016, we adopted the 2016 Equity Incentive Plan (the “2016 Plan”) as a successor and continuation of the 2006 Plan. Under the 2016 Plan, the Company was permitted to grant awards of stock options and Restricted Stock Units

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("RSUs"), as well as stock appreciation rights and other stock awards. The Company no longer has shares available for issuance under the 2016 Plan.

2022 Incentive Award Plan

The Company adopted the 2022 Incentive Award Plan (the “2022 Incentive Plan”, collectively, with the 2006 Plan and the 2016 Plan, the “Plans”) effective April 26, 2022. As of March 31, 2024, the Company had 10,027,862 shares remaining for issuance under the 2022 Incentive Plan.

The Company adopted the 2022 Employee Stock Purchase Plan (the “ESPP”) effective April 26, 2022. An aggregate of 3,930,074 shares of the Company’s Class A Common Stock has been reserved for issuance or transfer pursuant to rights granted under the ESPP (“Aggregate Number”). As of March 31, 2024, 478,023 shares of Class A Common Stock were issued under the ESPP.

Stock Options

Options granted generally have a maximum term of 10 years from grant date, are exercisable upon vesting unless otherwise designated for early exercise by the Board of Directors at the time of grant, and generally vest over a four-year period, with a 25% cliff vesting after one year and then ratably on a monthly basis for the remaining three years.

As of March 31, 2024, the total unrecognized stock-based compensation expense related to the unvested stock options was approximately $3.7 million, which we expect to recognize over a weighted-average period of 1.29 years. There were no options granted during the three months ended March 31, 2024.

Restricted Stock Units ("RSUs")

RSUs granted generally vest over a four-year period, with 25% cliff vesting after one year and then ratably on a quarterly basis for the remaining three years. Besides RSUs with vesting condition tied to requisite service period, the Company also issues RSUs with vesting conditions tied to certain market conditions (“Market-Based RSUs”) and RSUs with vesting conditions tied to certain performance criteria ("Performance-Based RSUs").

In connection with the SYNQ3 Acquisition, the Company granted 1,434,978 RSUs (the "Retention Pool"), 25% of which is subject to service conditions that vest at the end of each of the upcoming three fiscal years and 75% of which is subject to both service and performance-based vesting conditions at the end of each of the upcoming three fiscal years, respectively.

The performance level for each of the fiscal years 2024, 2025 and 2026 is based on tiered annual revenue targets, subject to a floor of $9.0 million, $21.0 million and $30.0 million, respectively, with vesting ranging from 50% to 100% of the RSUs granted depending on the level of achievement of the specified revenue target in each year.

The Company assesses the probability of vesting of the above performance-based awards from the Retention Pool every reporting period. As of March 31, 2024, performance level of 2024 revenue amount was not probable of being met and performance levels of 2025 and 2026 were probable of being met.

The Company also granted 1,952,000 RSUs that vest over a four-year requisite service period to SYNQ3 employees. Additionally, the Company granted 398,200 RSUs to other employees of the Company during the three months ended March 31, 2024. As a result, the Company granted total of 3,785,178 RSUs during the three months ended March 31, 2024.

As of March 31, 2024, the total unrecognized stock-based compensation expense related to the unvested RSUs with service conditions was approximately $45.0 million.

As of March 31, 2024, the total unrecognized stock-based compensation expense related to the unvested Market-based RSUs was approximately $0.3 million. There were no Market-Based RSUs granted during the period ended March 31, 2024.

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As of March 31, 2024, the total unrecognized stock-based compensation expense related to the unvested Performance-based RSUs was approximately $8.4 million. There were 1,076,234 Performance-Based RSUs granted during the period ended March 31, 2024.

The total unrecognized stock-based compensation related to unvested RSUs is $53.8 million and this will vest over a weighted average period of 2.37 years.

Restricted Stock Awards

In connection with the SYNQ3 Acquisition, a total of 2,033,156 unvested restricted Class A Common Stock shares ("RSAs") were issued, 25% of which are subject to service conditions that vest at the end of each of the upcoming three fiscal years in three tranches, and 75% of which is subject to both service and performance-based vesting conditions in three tranches.

The performance level for each of the fiscal years 2024, 2025 and 2026 is based on tiered annual revenue targets, subject to a floor of $9.0 million, $21.0 million and $30.0 million, respectively, with vesting ranging from 50% to 100% of the RSAs granted depending on the level of achievement of the specified revenue target in each year.

The Company assesses the probability of vesting of the above performance-based awards every reporting period. As of March 31, 2024, the performance level of the 2024 revenue amount was not probable of being met and performance levels of 2025 and 2026 were probable of being met.

As of March 31, 2024, the total unrecognized stock-based compensation expense related to the unvested RSAs subject to service-based vesting condition and unvested RSAs subject to performance-based vesting condition was approximately $1.8 million and $2.9 million, respectively, over a weighted average period of 2.52 years. Refer to Note 3 for further information on the SYNQ3 Acquisition.

Stock-Based Compensation

Stock-based compensation is classified in the following expense accounts on the condensed consolidated statements of operations and comprehensive loss for the period ended March 31, 2024, and 2023 (in thousands):

			Three Months Ended March 31,
			2024						2023
Cost of revenues			$	152					$	115
Sales and marketing			975						1,282
Research and development			3,548						2,500
General and administrative			2,304						2,099
Restructuring costs			—						$	2,253
Total			$	6,979					$	8,249

---

Other income (expense), net on the condensed consolidated statements of operations is comprised of the following for the three months ended March 31, 2024 and 2023 (in thousands):

			Three Months Ended March 31,
			2024						2023
Other income (expense), net
Interest income			$	1,815					$	157
Loss on change in fair value of ELOC program			—						(571)
ELOC commitment fees and reimbursement cost to Counterparty			—						(325)
Other income (expense), net			(336)						(63)
Total other income (expense), net			$	1,479					$	(802)

The following table presents the calculation of basic and diluted net loss per share attributable to common stockholders for the three months ended March 31, 2024 and 2023:

			Three Months Ended March 31,
			2024						2023
Numerator:
Net loss			$	(33,009)					$	(27,430)
Cumulative dividends attributable to Series A Preferred Stock			(343)						(682)
Net loss attributable to SoundHound common shareholders (in thousands)			$	(33,352)					$	(28,112)
Denominator:
Weighted average shares outstanding – basic and dilutive			286,596,559						205,082,328
Basic and diluted net loss per share			$	(0.12)					$	(0.14)

For the three months ended March 31, 2024 and 2023, the diluted net loss per share is equal to the basic net loss per share as the effect of potentially dilutive securities would have been antidilutive.

The following table summarizes the outstanding shares of potentially dilutive securities that were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive for the three months ended March 31, 2024 and 2023:

			As of March 31,
			2024						2023
Stock-based awards			30,614,247						34,735,981
Series A Preferred Stock			2,480,589						25,050,330
Common stock warrants			3,665,996						3,665,996
Unvested restricted share awards			2,033,156						—
Contingently issuable shares			1,906,746						—
Total			40,700,734						63,452,307

---

The tax expense and the effective tax rate were as follows (in thousands):

			Three Months Ended March 31,
			2024						2023
Loss before income taxes			$	(32,714)					$	(27,101)
Income tax expense			295						329
Effective tax rate			(0.90)		%				(1.21)		%

The following table presents the fair value of the Company's financial instruments that are measured or disclosed at fair value on a recurring basis (in thousands):

			March 31, 2024
			Level 1						Level 2						Level 3
Assets:
Cash equivalents
Treasury bills			$	36,349					$	—					$	—
Money market funds			172,099						$	—					$	—
Total assets			$	208,448					$	—					$	—
Liabilities:
Contingent acquisition liabilities
Contingent holdback consideration			$	—					$	—					$	2,551
Contingent earnout consideration			—						$	—					$	4,268
Total liabilities			$	—					$	—					$	6,819

			December 31, 2023
			Level 1						Level 2						Level 3
Assets:
Cash equivalents:
Treasury bills			$	35,961					$	—					$	—
Money market funds			54,542						—						—
Total assets			$	90,503					$	—					$	—

Contingent Acquisition Liabilities

Contingent Holdback Consideration

The reconciliation of the Company's Contingent Holdback Consideration measured at fair value on a recurring basis using unobservable inputs (Level 3) is as follows:

---

Balance as of December 31, 2023			$	—
Acquisition of SYNQ3			981
Change in the fair value of liability			1,570
Balance as of March 31, 2024			$	2,551

The fair value of the cash portion of the Contingent Holdback Consideration was estimated based upon the holdback period of fifteen months, and discounted using the risk-free interest rate based on the U.S. Treasury zero-coupon yield curve on the valuation date for a maturity similar to the fifteen-month holdback period. The fair value of the equity portion of the Contingent Holdback Consideration was estimated based upon the value of the Company’s Class A Common Stock price. The fair value of the Contingent Holdback Consideration was initially measured on January 3, 2024, the date on which the Company completed the acquisition of SYNQ3.

The fair value of the Contingent Holdback Consideration has been estimated as of the Closing Date and the three month period ended March 31, 2024, under the following assumptions:

			January 3, 2024			March 31, 2024
Risk-free interest rate			4.6		%	4.8		%
Holdback period			1.25 years			1.0 year

Contingent Earnout Consideration

The reconciliation of the Company's Earnout Consideration measured at fair value on a recurring basis using unobservable inputs (Level 3) is as follows:

Balance as of December 31, 2023			$	—
Acquisition of SYNQ3			1,676
Change in the fair value of liability			2,592
Balance as of March 31, 2024			$	4,268

The Company utilizes a Monte Carlo simulation to value the Contingent Earnout Consideration. The Company selected this model as it believes it is reflective of all significant assumptions that market participants would likely consider in negotiating the transfer of the Contingent Earnout Consideration. Such assumptions include, among other inputs, expected stock price volatility, risk-free rates, and change in control assumptions. The Company estimates the expected volatility of its common stock based on historical volatility of a peer group, considering the remaining term of the Contingent Earnout Consideration. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the valuation date for a maturity similar to the expected remaining life of the Contingent Earnout Consideration. The expected life of the Contingent Earnout Consideration is assumed to be equivalent to their remaining contractual term. The dividend rate is based on the historical rate, which the Company anticipates to remain at zero.

The fair value of the Contingent Earnout Consideration has been estimated as of the Closing Date and the three month period ended March 31, 2024, with the following assumptions for the unobservable inputs:

			January 3, 2024			March 31, 2024
Discount rate			12.6		%	12.4		%
Expected stock price volatility			115.3		%	128.7		%
Risk-free interest rate			4.2		%	4.5		%
Expected dividend yield			0.0		%	0.0		%
Expected life			0.5 - 2.5 years			0.4 - 2.3 years

---

There were no transfers of financial instruments between Level 1, Level 2 and Level 3 during the three months ended March 31, 2024 and 2023.

During the period ended September 30, 2023, the Company identified immaterial prior period errors related to following: 1) accounting for the ELOC as a derivative instrument; 2) classification of Lender Fees and allocation of the warrants in connection with the Term Loan; and 3) the incorrect recording of in-kind dividends associated with the Company’s Series A Preferred Stock. The identified errors were included in the Company's previously issued quarterly condensed consolidated financial statements for the three and six months ended March 31, 2023 and June 30, 2023.

In accordance with SEC Staff Accounting Bulletin No. 99, “Materiality,” and SEC Staff Accounting Bulletin No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements;” the Company evaluated the errors and determined that the related impacts were not material to its condensed consolidated financial statements for the prior year periods when they occurred, but the Company determined it would be appropriate to correct the errors in the current period in the Company’s consolidated statements of operations and comprehensive loss, consolidated balance sheets, consolidated statements of cash flows or consolidated statements of stockholders’ deficit for any periods impacted.

The Company has revised the previously issued condensed consolidated balance sheets, condensed consolidated statements of operations and comprehensive loss, condensed consolidated statements of cash flows and condensed consolidated statements of redeemable convertible preferred stock and stockholders’ deficit as of and for the three and six months ended June 30, 2023, and as of and for the three months ended March 31, 2023. All relevant prior period amounts affected by these revisions have been corrected in the notes in this Form 10-Q.

The following tables reflect the impact of these revisions on the Company’s unaudited condensed consolidated financial statements as of and for the three and six months ended June 30, 2023 (dollars in thousands, except per share amounts):

			June 30, 2023
Condensed Consolidated Balance Sheet			As Previously Reported						Adjustment						As Revised
Accrued liabilities			$	16,381					$	(2,872)					$	13,509
Total current liabilities			27,003						(2,872)						24,131
Notes payable, net of current portion			66,428						15,872						82,300
Other non-current liabilities			16,824						(12,821)						4,003
Total liabilities			118,789						179						118,968
Additional paid-in capital			564,197						3,597						567,794
Accumulated deficit			(550,403)						(3,776)						(554,179)
Total stockholders’ equity			38,789						(179)						38,610
Total liabilities and stockholders’ equity			$	157,578					$	—					$	157,578

---

			Three Months Ended June 30, 2023
Condensed Consolidated Statements of Operations And Comprehensive Loss			As Previously Reported						Adjustment						As Revised
General and administrative			$	6,377					$	47					$	6,424
Loss from operations			(16,436)						(47)						(16,483)
Other income (expense), net			493						(1,328)						(835)
Total other expense, net			(5,079)						(1,328)						(6,407)
Loss before provision for income taxes			(21,515)						(1,375)						(22,890)
Net loss			(21,932)						(1,375)						(23,307)
Less: accrual of Series A Preferred Stock paid-in-kind dividends			—						(877)						(877)
Net loss attributable to common stockholders			$	(21,932)					$	(2,252)					$	(24,184)
Net loss per share:
Basic and diluted			$	(0.10)					$	(0.01)					$	(0.11)

			Six Months Ended June 30, 2023
Condensed Consolidated Statements of Operations And Comprehensive Loss			As Previously Reported						Adjustment						As Revised
General and administrative			$	13,502					$	211					$	13,713
Loss from operations			(41,474)						(211)						(41,685)
Other income (expense), net			587						(2,225)						(1,638)
Total other expense, net			(6,081)						(2,225)						(8,306)
Loss before provision for income taxes			(47,555)						(2,436)						(49,991)
Net loss			(48,301)						(2,436)						(50,737)
Less: accrual of Series A Preferred Stock paid-in-kind dividends			—						(1,559)						(1,559)
Net loss attributable to common stockholders			$	(48,301)					$	(3,995)					$	(52,296)
Net loss per share:
Basic and diluted			$	(0.23)					$	(0.02)					$	(0.25)

			Three Months Ended June 30, 2023
Condensed Consolidated Statement of Stockholders' Equity (Deficit)			As Previously Reported						Adjustment						As Revised
Additional paid-in capital			$	564,197					$	3,597					$	567,794
Accumulated deficit			(550,403)						(3,776)						(554,179)
Net loss			$	(21,932)					$	(1,375)					$	(23,307)

---

			Six Months Ended June 30, 2023
Condensed Consolidated Statements of Cash Flows			As Previously Reported						Adjustment						As Revised
Net loss			$	(48,301)					$	(2,436)					$	(50,737)
Adjustments to reconcile net loss to net cash used in operating activities:
Loss on change in fair value of ELOC program			—						1,901						1,901
Changes in operating assets and liabilities
Other non-current assets			628						(265)						363
Accrued liabilities			5,045						250						5,295
Net cash used in operating activities			(33,651)						(550)						(34,201)
Proceeds from sales of common stock under the ELOC program, net			70,905						550						71,455
Net cash provided by financing activities			$	154,008					$	550					$	154,558
Noncash financing activities:
Accrued and unpaid debt issuance costs			$	16,461					$	(16,461)					$	—
Non-cash debt discount			4,315						(179)						4,136
Issuance of common stock to settle commitment shares related to the ELOC program			$	—					$	915					$	915

The following tables reflect the impact of these revisions on the Company’s unaudited condensed consolidated financial statements for the three months ended March 31, 2023 (dollars in thousands, except per share amounts):

			March 31, 2023
Condensed Consolidated Balance Sheet			As Previously Reported						Adjustment						As Revised
Other non-current assets			$	2,074					$	(432)					$	1,642
Total assets			72,803						(432)						72,371
Additional paid-in capital			505,889						1,969						507,858
Accumulated deficit			(528,471)						(2,401)						(530,872)
Total stockholders’ deficit			2,382						(432)						1,950
Total liabilities and stockholders’ deficit			$	72,803					$	(432)					$	72,371

---

			Three Months Ended March 31, 2023
Condensed Consolidated Statements of Operations And Comprehensive Loss			As Previously Reported						Adjustment						As Revised
General and administrative			$	7,125					$	165					$	7,290
Loss from operations			(25,038)						(165)						(25,203)
Other income (expense), net			94						(896)						(802)
Total other expense, net			(1,002)						(896)						(1,898)
Loss before provision for income taxes			(26,040)						(1,061)						(27,101)
Net loss			(26,369)						(1,061)						(27,430)
Less: accrual of Series A Preferred Stock paid-in-kind dividends			—						(682)						(682)
Net loss attributable to common stockholders			$	(26,369)					$	(1,743)					$	(28,112)
Net loss per share:
Basic and diluted			$	(0.13)					$	(0.01)					$	(0.14)

			Three Months Ended March 31, 2023
Condensed Consolidated Statement of Stockholders' Equity (Deficit)			As Previously Reported						Adjustment						As Revised
Additional paid-in capital			$	505,889					$	1,969					$	507,858
Accumulated deficit			(528,471)						(2,401)						(530,872)
Net loss			$	(26,369)					$	(1,061)					$	(27,430)

			Three Months Ended March 31, 2023
Condensed Consolidated Statements of Cash Flows			As Previously Reported						Adjustment						As Revised
Net loss			$	(26,369)					$	(1,061)					$	(27,430)
Adjustments to reconcile net loss to net cash used in operating activities:
Loss on change in fair value of ELOC program			—						571						571
Changes in operating assets and liabilities
Other non-current assets			19						167						186
Accrued liabilities			4,306						250						4,556
Net cash used in operating activities			(14,467)						(73)						(14,540)
Payment of financing costs associated with ELOC program			—						(250)						(250)
Proceeds from sales of common stock under the ELOC program, net			28,360						323						28,683
Net cash provided by financing activities			$	51,568					$	73					$	51,641
Noncash financing activities:
Issuance of common stock to settle commitment shares related to the ELOC program			$	—					$	915					$	915

---

Equity Distribution Agreement

On April 9, 2024, the Company entered into an Equity Distribution Agreement (the “Equity Distribution Agreement”) with Citigroup Global Markets Inc., Barclays Capital Inc., Wedbush Securities Inc., Northland Securities, Inc. and Ladenburg Thalmann & Co. Inc. (each, a “Manager,” and, collectively, the “Managers”) with respect to an at-the-market equity program under which the Company may offer and sell aggregate gross sale proceeds up to $150,000,000 of shares of its Class A Common Stock from time to time through the Managers (the “ATM Offering”). Sales of Class A Common Stock, if any, under the Equity Distribution Agreement will be made at market prices by any method that is deemed to be an “at the market offering” as defined in Rule 415 under the Securities Act. The Managers will be entitled to commission at a fixed rate of 2.5% of the gross sales price per share for their services in acting as agent in the sale of the Company's Class A Common Stock. The Company will reimburse the Managers for certain specified expenses in connection with the execution of the Equity Distribution Agreement.

During April 2024, the Company sold 7,239,282 shares of our common stock under the Equity Distribution Agreement at an average price of $4.17 per share for $30.2 million of gross proceeds. The commissions and offering costs borne by the Company were approximately $0.8 million. Following this issuance, the Company has a remaining capacity to sell up to an additional $119.8 million of the Company's common stock under the Equity Distribution Agreement.

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v3.24.1.1.u2

Cover - shares	3 Months Ended
	Mar. 31, 2024	May 07, 2024
Document Information
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2024
Document Transition Report	false
Entity File Number	001-40193
Entity Registrant Name	SOUNDHOUND AI, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	86-1286799
Entity Address, Address Line One	5400 Betsy Ross Drive
Entity Address, City or Town	Santa Clara
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	95054
City Area Code	(408)
Local Phone Number	441-3200
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0001840856
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2024
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Class A Common Stock
Document Information
Title of 12(b) Security	Class A Common Stock, par value $0.0001 per share
Trading Symbol	SOUN
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		296,434,620
Common stock warrants
Document Information
Title of 12(b) Security	Redeemable Warrants
Trading Symbol	SOUNW
Security Exchange Name	NASDAQ
Class B Common Stock
Document Information
Entity Common Stock, Shares Outstanding		32,735,408

v3.24.1.1.u2

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 211,744	$ 95,260
Accounts receivable, net of allowances of $234 and $203 as of March 31, 2024 and December 31, 2023, respectively	6,849	4,050
Contract assets and unbilled receivable, net of allowance for credit losses of $101 and $17 of March 31, 2024 and December 31, 2023, respectively	12,104	11,780
Other current assets	3,340	2,452
Total current assets	234,037	113,542
Restricted cash equivalents, non-current	14,356	13,775
Right-of-use assets	4,546	5,210
Property and equipment, net	1,348	1,515
Goodwill	5,760	0
Intangible assets, net	11,580	0
Deferred tax asset	10	11
Contract assets and unbilled receivable, non-current, net of allowance for credit losses of $176 and $177 of March 31, 2024 and December 31, 2023, respectively	15,106	16,492
Other non-current assets	686	577
Total assets	287,429	151,122
Current liabilities:
Accounts payable	2,997	1,653
Accrued liabilities	15,341	13,884
Operating lease liabilities	2,791	2,637
Finance lease liabilities	93	121
Income tax liability	1,630	1,618
Deferred revenue	3,631	4,310
Total current liabilities	26,483	24,223
Operating lease liabilities, net of current portion	2,065	3,089
Deferred revenue, net of current portion	4,087	4,910
Long-term debt	85,543	84,312
Contingent acquisition liabilities (Note 17)	6,819	0
Income tax liability, net of current portion	2,315	2,453
Other non-current liabilities	4,638	3,967
Total liabilities	131,950	122,954
Commitments and contingencies (Note 7)
Stockholders’ equity:
Series A Preferred Stock, $0.0001 par value; 1,000,000 shares authorized; 70,241 and 475,005 shares issued and outstanding, aggregate liquidation preference of $2,481 and $16,227 as of March 31, 2024 and December 31, 2023, respectively	2,097	14,187
Additional paid-in capital	778,503	606,135
Accumulated deficit	(625,388)	(592,379)
Accumulated other comprehensive income	235	199
Total stockholders’ equity	155,479	28,168
Total liabilities and stockholders’ equity	287,429	151,122
Class A Common Stock
Stockholders’ equity:
Common stock	29	22
Class B Common Stock
Stockholders’ equity:
Common stock	$ 3	$ 4

v3.24.1.1.u2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Allowances on accounts receivable	$ 234,000	$ 203,000
Allowance for credit losses	101,000	17,000
Allowance for credit loss, non current	$ 176,000	$ 177,000
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	1,000,000	1,000,000
Preferred stock shares issued (in shares)	70,241	475,005
Preferred stock shares outstanding (in shares)	70,241	475,005
Preferred stock, liquidation preference (in shares)	$ 2,481,000	$ 16,227,000
Class A Common Stock
Preferred stock shares outstanding (in shares)	70,241
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	455,000,000	455,000,000
Common stock, shares issued (in shares)	288,822,818	216,943,349
Common stock, shares outstanding (in shares)	288,822,818	216,943,349
Class B Common Stock
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	44,000,000	44,000,000
Common stock, shares issued (in shares)	32,735,408	37,485,408
Common stock, shares outstanding (in shares)	32,735,408	37,485,408

v3.24.1.1.u2

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Statement [Abstract]
Revenues	$ 11,594	$ 6,707
Operating expenses:
Cost of revenues	4,669	1,976
Sales and marketing	5,542	4,875
Research and development	14,878	14,184
General and administrative	10,267	7,290
Change in fair value of contingent acquisition liabilities	4,162	0
Amortization of intangible assets	605	0
Restructuring	0	3,585
Total operating expenses	40,123	31,910
Loss from operations	(28,529)	(25,203)
Other income (expense), net:
Interest expense	(5,664)	(1,096)
Other income (expense), net	1,479	(802)
Total other expense, net	(4,185)	(1,898)
Loss before provision for income taxes	(32,714)	(27,101)
Provision for income taxes	295	329
Net loss	(33,009)	(27,430)
Cumulative dividends attributable to Series A Preferred Stock	(343)	(682)
Net loss attributable to SoundHound common shareholders	(33,352)	(28,112)
Other comprehensive income:
Unrealized gains on investments	36	0
Comprehensive loss	$ (32,973)	$ (27,430)
Net loss per share:
Basic (in dollars per share)	$ (0.12)	$ (0.14)
Diluted (in dollars per share)	$ (0.12)	$ (0.14)
Weighted-average common shares outstanding:
Basic (in shares)	286,596,559	205,082,328
Diluted (in shares)	286,596,559	205,082,328

v3.24.1.1.u2

CONDENSED CONSOLIDATED STATEMENTS OF REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT) - USD ($) $ in Thousands	Total	Sales Agreement Issuance	Equity Line Of Credit Program	Series A Preferred Stock	Series A Preferred Stock Conversion Of Convertible Preferred Stock	Common Stock Sales Agreement Issuance	Additional Paid-in Capital	Additional Paid-in Capital Sales Agreement Issuance	Additional Paid-in Capital Equity Line Of Credit Program	Additional Paid-in Capital Conversion Of Convertible Preferred Stock	Accumulated Deficit	Accumulated Other Comprehensive Income	Class A	Class A Common Stock	Class A Common Stock Sales Agreement Issuance	Class A Common Stock Equity Line Of Credit Program	Class A Common Stock Conversion Of Class B Common Stock	Class A Common Stock Conversion Of Convertible Preferred Stock	Class A Additional Paid-in Capital	Class B	Class B Common Stock	Class B Common Stock Conversion Of Class B Common Stock	Class B Common Stock Conversion Of Convertible Preferred Stock
Balance at the beginning (in shares) at Dec. 31, 2022				0
Balance at the beginning at Dec. 31, 2022	$ (36,565)			$ 0			$ 466,857				$ (503,442)	$ 0		$ 16							$ 4
Balance at the beginning (in shares) at Dec. 31, 2022														160,297,664							39,735,408
Increase (Decrease) in Stockholders' Equity
Issuance of shares (in shares)				835,011												10,948,552
Issuance of shares	24,942		$ 30,329	$ 24,942					$ 30,327							$ 2
Issuance of Class A common stock for equity incentive awards (in shares)														3,468,525
Issuance of Class A common stock for equity incentive awards	2,425						2,425
Stock-based compensation	8,249						8,249
Net loss	(27,430)										(27,430)
Balance at the end (in shares) at Mar. 31, 2023				835,011
Balance at the end at Mar. 31, 2023	$ 1,950			$ 24,942			507,858				(530,872)	0		$ 18							$ 4
Balance at the end (in shares) at Mar. 31, 2023														174,714,741							39,735,408
Balance at the beginning (in shares) at Dec. 31, 2023	475,005			475,005
Balance at the beginning at Dec. 31, 2023	$ 28,168			$ 14,187			606,135				(592,379)	199		$ 22							$ 4
Balance at the beginning (in shares) at Dec. 31, 2023													216,943,349	216,943,349						37,485,408	37,485,408
Increase (Decrease) in Stockholders' Equity
Issuance of shares (in shares)						37,907,219									37,907,219
Issuance of shares		$ 133,839						$ 133,835							$ 4
Issuance of Class A common stock and deferred equity consideration upon acquisition of SYNQ3 (in shares)														5,755,910
Issuance of Class A common stock and deferred equity consideration upon acquisition of SYNQ3													$ 10,295	$ 1					$ 10,294
Issuance of common stock upon release of restricted stock units (in Shares)														2,033,156
Issuance of Class A common stock for equity incentive awards (in shares)														5,092,348
Issuance of Class A common stock for equity incentive awards	9,171						9,171
Issuance of Class A common stock upon conversion of Class B common shares and Series A Preferred Stock (in shares)					(404,764)												4,750,000	14,070,854				(4,750,000)	0
Issuance of Class A common stock upon conversion of Class B common shares and Series A Preferred Stock	0				$ (12,090)					$ 12,089							$ 1	$ 1				$ (1)
Issuance of Class A common stock in connection with the cashless exercise of warrants (in shares)														2,269,982
Stock-based compensation	6,979						6,979
Net loss	(33,009)										(33,009)
Other comprehensive income	$ 36											36
Balance at the end (in shares) at Mar. 31, 2024	70,241			70,241									70,241
Balance at the end at Mar. 31, 2024	$ 155,479			$ 2,097			$ 778,503				$ (625,388)	$ 235		$ 29							$ 3
Balance at the end (in shares) at Mar. 31, 2024													288,822,818	288,822,818						32,735,408	32,735,408

v3.24.1.1.u2

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended			6 Months Ended	12 Months Ended
	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2023	Dec. 31, 2023
Cash flows used in operating activities:
Net loss	$ (33,009)	$ (23,307)	$ (27,430)	$ (50,737)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1,470		708
Stock-based compensation	6,979		8,249
Loss on change in fair value of ELOC program	0		571	1,901
Amortization of debt issuance cost	1,231		16
Non-cash lease amortization	743		894
Foreign currency gain/loss from remeasurement	(55)		0
Change in fair value of contingent acquisition liabilities	4,162		0
Deferred income taxes	(281)		0
Other, net	45		0
Changes in operating assets and liabilities:
Accounts receivable, net	(1,248)		754
Other current assets	(533)		653
Contract assets	939		126
Other non-current assets	93		186	363
Accounts payable	905		(256)
Accrued liabilities	(673)		4,556	5,295
Operating lease liabilities	(888)		(963)
Deferred revenue	(1,606)		(2,603)
Other non-current liabilities	(222)		(1)
Net cash used in operating activities	(21,948)		(14,540)	(34,201)
Cash flows used in investing activities:
Purchases of property and equipment	(99)		(15)
Acquisition of SYNQ3, net of cash acquired	(3,689)		0
Net cash used in investing activities	(3,788)		(15)
Cash flows provided by financing activities:
Proceeds from the issuance of Series A Preferred Stock, net of issuance costs	0		24,942
Proceeds from sales of Class A common stock under the ELOC program, net of issuance costs	0		28,683	71,455
Proceeds from sales of Class A common stock under the Sales Agreement	137,274		0
Proceeds from the issuance of Class A common stock upon exercise of options	8,887		2,425
Payment of financing costs associated with ELOC program	0		(250)
Payment of financing costs associated with the Sales Agreement	(3,435)		0
Payments on notes payable	0		(4,120)
Payments on finance leases	(28)		(39)
Net cash provided by financing activities	142,698		51,641	154,558
Effects of exchange rate changes on cash	103		0
Net change in cash, cash equivalents, and restricted cash equivalents	117,065		37,086
Cash, cash equivalents, and restricted cash equivalents, beginning of period	109,035	$ 46,561	9,475	9,475	$ 9,475
Cash, cash equivalents, and restricted cash equivalents, end of period	226,100		46,561		109,035
Supplemental disclosures of cash flow information:
Cash and cash equivalents	211,744		46,331		95,260
Non-current portion of restricted cash equivalents	14,356		230		13,775
Total cash, cash equivalents, and restricted cash equivalents shown in the condensed consolidated statements of cash flows	226,100		46,561		$ 109,035
Cash paid for interest	3,539		1,074
Cash paid for income taxes	727		550
Noncash investing and financing activities:
Conversion of Series A Preferred Stock to Class A common stock	12,090		0
Issuance of Class A Common Stock to settle commitment shares related to the ELOC program	0		915	$ 915
Unpaid issuance costs in connection with the ELOC program	0		437
Deferred offering costs reclassified to additional paid-in capital	0		323
Property and equipment acquired under finance leases or debt	83		0
Fair value of Class A common stock and deferred equity consideration issued for business combination	10,295		0
Fair value of deferred cash consideration	143		0
Fair value of contingent earnout consideration	1,676		0
Fair value of contingent holdback consideration	981		0
Unpaid deferred offering cost	$ 200		$ 0

v3.24.1.1.u2

ORGANIZATION	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
ORGANIZATION	ORGANIZATION Nature of Operations SoundHound AI, Inc. (“we," "us," "our," "SoundHound” or the “Company”) turns sound into understanding and actionable meaning. SoundHound’s technology applications enable humans to interact with the things around them in the same way they interact with each other: by speaking naturally to mobile phones, cars, televisions, music speakers, coffee machines, and every other part of the emerging “connected” world. SoundHound's voice AI platform enables product creators to develop their own voice interfaces with their customers. The SoundHound Chat AI voice assistant allows businesses and brands to provide a next-generation voice experience for their users, seamlessly integrating Generative AI and a mix of real-time information domains. Houndify is an open-access platform that allows developers to leverage SoundHound’s Voice AI technology. The Company has developed a range of proprietary technologies on our voice AI platform, including Speech-to-Meaning, Deep Meaning Understanding, Collective AI, Dynamic Interaction and SoundHound Chat AI. The SoundHound music app allows customers to identify and play songs by singing or humming into the smartphone’s microphone, or by identifying the sound playing in the background from external sources. SoundHound also provides edge, cloud and hybrid (Edge+Cloud) connectivity solutions that allow brands to optimize their voice-enabled products and devices with options ranging from fully-embedded to exclusively cloud-connected. On January 3, 2024, the Company completed the acquisition of Synq3, Inc. ("SYNQ3") in a cash and stock transaction. Refer to Note 3 for additional information. Going Concern Since inception, the Company has generated recurring losses as well as negative operating cash flows and reported a net loss of $33.0 million for the three months ended March 31, 2024. As of March 31, 2024, the Company had an accumulated deficit of $625.4 million. Management expects to continue to incur additional substantial losses in the foreseeable future. The Company has historically funded its operations primarily through equity or debt financings. Total unrestricted cash and cash equivalents on hand as of March 31, 2024 was $211.7 million. Although the Company has incurred recurring losses each year since its inception, the Company expects it will be able to fund its operations for at least the next twelve months from the date these condensed consolidated financial statements are issued. The Company may seek funding through additional debt or equity financing arrangements, implement incremental expense reduction measures or a combination thereof to continue financing its operations. Refer to Note 19 for information regarding the Company's equity financing activity subsequent to March 31, 2024. The Company's condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. Other Risk and Uncertainties Inflation has risen significantly worldwide and the United States has recently experienced historically high levels of inflation. This inflation and government efforts to combat inflation, such as recent and future significant increases to benchmark interest rates and other related monetary policies, have and could continue to increase market volatility and have an adverse effect on the domestic and international financial markets and general economic conditions. Additionally, U.S. and global markets are experiencing volatility and disruption following the escalation of geopolitical tensions and the start of the military conflict between Russia and Ukraine and the Israel-Hamas war. Although our business has not been materially impacted by the Russia-Ukraine conflict or the Israel-Hamas war, it is impossible to predict the extent to which our operations, or those of our customers’ suppliers and manufacturers, will be impacted in the short and long-term, or the ways in which the conflict may impact our business. The extent and duration of the military action, sanctions and resulting market disruptions are impossible to predict but could be substantial.

v3.24.1.1.u2

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The (a) condensed consolidated balance sheet as of December 31, 2023, which has been derived from audited financial statements as filed in the Company’s Form 10-K, which was originally filed with the Securities and Exchange Commission ("SEC") on March 1, 2024 and (b) the unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and applicable rules and regulations of the SEC regarding annual financial reporting. Any reference in these notes to applicable accounting guidance is meant to refer to the authoritative U.S. GAAP included in the Accounting Standards Codification (“ASC”), and Accounting Standards Update (“ASU”) issued by the Financial Accounting Standards Board (“FASB”). The condensed consolidated financial statements have been prepared on a basis consistent with the audited consolidated financial statements and in the opinion of management, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair statement of its financial position have been included. The results of operations for the three months ended March 31, 2024 are not necessarily indicative of the results for the fiscal year ending December 31, 2024 or any future interim period. Certain information and note disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading. Significant Accounting Policies With the exception of the Significant accounting policies related to the SYNQ3 Acquisition (as defined in Note 3) which are disclosed below, there have been no material changes to our significant accounting policies disclosed in Note 2 - Basis of Presentation and Summary of Significant Accounting Policies of the Notes to the Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023. Reclassification Certain accounts in the prior year condensed consolidated financial statements were reclassified to conform with the current year presentation. The reclassification had an immaterial impact on our consolidated balance sheet in the prior year period. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the amounts reported and disclosures in the consolidated financial statements and accompanying notes. Such estimates include revenue recognition, allowance for credit losses, accrued liabilities, derivative and warrant liabilities, calculation of the incremental borrowing rate, financial instruments recorded at fair value on a recurring basis, the accounting for business combinations and allocating purchase price, valuation and estimating the useful life of identifiable intangible assets, probability of achievement of revenue estimates related to contingent earnout consideration and performance-based equity awards, valuation of deferred tax assets and uncertain tax positions and the fair value of common stock and other assumptions used to measure stock-based compensation expense. The Company bases its estimates on historical experience, the current economic environment, and on assumptions it believes are reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in those estimates resulting from changes in the economic environment will be reflected in the financial statements in future periods. Actual results could differ materially from those estimates. Segment Information The Company has determined that the Chief Executive Officer is its chief operating decision maker. The Company’s Chief Executive Officer reviews discrete financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance. Accordingly, the Company has determined that it operates as a single reportable segment. Concentrations of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents, the balances of which frequently exceed federally insured limits. The Company regularly monitors its credit risk exposure and takes steps to mitigate the likelihood of these exposures resulting in actual loss. As of March 31, 2024, accounts receivable balances due from Customer A, B, and C accounted for 16%, 14% and 17% of the Company’s accounts receivable balance, respectively. As of December 31, 2023, accounts receivable balances due from Customer A, C, and D accounted for 40%, 32% and 15% of the Company’s accounts receivable balance, respectively. As of March 31, 2024, unbilled receivables from Customer A, C and F accounted for 31%, 23% and 32% of the Company’s unbilled receivables balance, respectively. As of December 31, 2023, unbilled receivables from Customer A, B and C accounted for 59%, 16% and 11% of the Company’s unbilled receivables balance, respectively. For the three months ended March 31, 2024, Customer A and C accounted for 26% and 22% of the revenue, respectively. For the three months ended March 31, 2023, Customer A, B, C and E accounted for 25%, 27%, 11% and 14% of revenue, respectively. Business Combinations and Contingent Consideration Business combinations are accounted for using the acquisition method. The Company allocates the fair value of the purchase price of an acquisition to the assets acquired and liabilities assumed, based on their estimated fair values as of the date of acquisition. The excess of the fair value of the purchase price over the fair values of these net tangible and intangible assets acquired is recorded as goodwill. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but the estimates and assumptions are inherently uncertain and subject to refinement. The estimates and assumptions used in valuing intangible assets include, but are not limited to, the amount and timing of projected future cash flows, discount rate used to determine the present value of these cash flows and asset lives. These estimates are inherently uncertain and, therefore, actual results may differ from the estimates made. As a result, during the measurement period of up to one year from the acquisition date, the Company may make adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the measurement period's conclusion or final determination of the fair value of the purchase price of an acquisition, whichever comes first, any subsequent adjustments are recorded to our condensed consolidated statements of operations. Acquisition-related expenses are recognized separately from the business combination and expensed as incurred. Certain business combinations include contingent consideration arrangements, which are generally based on achievement of future financial performance or future events. If it is determined the contingent consideration arrangement is not compensatory, the Company estimates fair value of contingent consideration payments as part of the initial purchase price and records the estimated fair value of contingent consideration as a liability in the condensed consolidated balance sheet. The Company reviews and assesses the estimated fair value of contingent consideration each reporting period, and the updated fair value could differ materially from the initial estimates. Adjustments to estimated fair value related to changes in fair value are reported as change in fair value of contingent acquisition liabilities in our condensed consolidated statements of operations. Goodwill Goodwill represents the excess of the purchase price in a business combination over the fair value of net assets acquired. Goodwill is not amortized but tested annually for impairment or when indicators of impairment are present. The test for goodwill impairment involves a qualitative assessment of impairment indicators. If indicators are present, a quantitative test of impairment is performed. Goodwill impairment, if any, is determined by comparing the reporting unit’s fair value to its carrying value. An impairment loss is recognized in an amount equal to the excess of the reporting unit’s carrying value over its fair value, up to the amount of goodwill allocated to the reporting unit. The Company's policy is to review goodwill for impairment annually on October 1st unless a triggering event requires an analysis sooner. There was no goodwill impairment for the three months ended March 31, 2024. Intangible Assets with Definite Lives The Company's intangible assets consist principally of developed technology, customer relationships, tradename, and conversation data. The Company assesses the appropriate method of amortization of the intangible assets that reflects the pattern in which the economic benefits of the intangible assets are consumed. The Company determined that a straight-line method of amortization was appropriate for its intangible assets. The remaining useful lives of long-lived assets are re-assessed periodically at the asset group level for any events and circumstances that may change the future cash flows expected to be generated from the long-lived asset or asset group. Intangible assets with definite lives are tested for impairment whenever events or changes in circumstances indicate the carrying value of a specific asset or asset group may not be recoverable. We assess the recoverability of intangible assets with definite lives at the asset group level. Asset groups are determined based upon the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. For the purpose of the recoverability test, we compare the total undiscounted future cash flows from the use and disposition of the assets with its net carrying amount. When the carrying value of the asset group exceeds the undiscounted future cash flows, the asset group is deemed to be impaired. The amount of the impairment loss represents the excess of the asset or asset group’s carrying value over its estimated fair value, which is generally determined based upon the present value of estimated future pre-tax cash flows that a market participant would expect from use and disposition of the long-lived asset or asset group. There were no intangible asset impairments in any of the periods presented. Recent Accounting Pronouncements — Not Yet Adopted In November 2023, the FASB issued ASU 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures," which expands disclosures about a public business entity's reportable segments and provides for more detailed information about a reportable segment's expenses. This guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and requires retrospective application to all prior periods presented in the financial statements. Early adoption is permitted. Preliminarily, the Company will have increased disclosure requirements for its single reportable segment related to its significant segment expenses as well as additional information on its Chief Operating Decision Maker (“CODM”) and its use of reported measures. The Company will continue to evaluate this ASU to determine its impact on disclosures. In December 2023, the Financial Accounting Standards Board issued Accounting Standards Update No. 2023-09, which requires more detailed income tax disclosures. The guidance requires entities to disclose disaggregated information about their effective tax rate reconciliation as well as expanded information on income taxes paid by jurisdiction. The disclosure requirements will be applied on a prospective basis, with the option to apply them retrospectively. The standard is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact that the updated standard will have on the financial statement disclosures.

v3.24.1.1.u2

BUSINESS COMBINATION	3 Months Ended
	Mar. 31, 2024
Business Combination and Asset Acquisition [Abstract]
BUSINESS COMBINATION	BUSINESS COMBINATION On January 3, 2024 (the "Closing Date"), the Company acquired all of the issued and outstanding equity of SYNQ3, a provider of voice AI and other technology solutions to the restaurant industry, for total preliminary purchase consideration of $17.0 million (the “SYNQ3 Acquisition”). The Company’s acquisition of SYNQ3 is expected to expand its AI customer service solutions and create a Voice AI provider for restaurants. The acquisition is expected to significantly extend the Company's market reach and accelerate the deployment of generative AI capabilities to the industry. The total preliminary purchase consideration includes $3.9 million in cash paid and 5,755,910 in shares of the Company’s Class A Common Stock issued as of the Closing Date. The Company has also withheld purchase consideration of $0.5 million in cash and 1,179,514 shares of the Company’s Class A Common Stock, subject to customary net working capital adjustments, to partially secure the indemnification obligations of SYNQ3's former stockholders under the merger agreement and agreed to pay up to $0.8 million in cash and 1,434,936 in shares of the Company’s Class A Common Stock to certain former stockholders of SYNQ3 based upon the achievement of specified future milestones. The Company also issued 2,033,156 restricted shares of the Company’s Class A Common Stock subject to time and performance-based vesting conditions at the Closing Date. Holdback The $0.5 million in cash and 1,179,514 shares of the Company's Class A Common Stock is being withheld for a period of 15 months (the "Holdback Amount"). The Company determined that there are two components to the Holdback Amount related to deferred consideration and contingent consideration, each comprised of cash and shares. The deferred cash holdback consideration of $0.1 million was recorded within other non-current liabilities at present value and the deferred share holdback consideration of 361,145 shares of the Company's Class A Common Stock was recorded within stockholders’ equity in the amount of $0.6 million based on the fair value of the Company's Class A Common Stock as of the Closing Date (the "Deferred Consideration"). The contingent cash and share holdback consideration to be issued is variable ("Contingent Holdback Consideration"). Final amounts to be issued will be reduced based upon future actions and settlements with third parties to resolve assumed contingent sales tax liabilities in connection with the SYNQ3 Acquisition. The Company accounted for the Contingent Holdback Consideration as a liability within contingent acquisition liabilities on the condensed consolidated balance sheet. As of the Closing Date, the Contingent Holdback Consideration was estimated to be $1.0 million in aggregate and to be settled in $0.2 million cash and the remainder in shares of the Company’s Class A Common Stock. The Contingent Holdback Consideration will be subsequently remeasured at each reporting date with changes in fair value recognized as a component of operating expense on the Company’s condensed consolidated statement of operations and comprehensive loss. For the three months ended March 31, 2024, the Company recognized a $1.6 million loss related to the Contingent Holdback Consideration. See Note 17 to our unaudited condensed consolidated financial statements included within this report for more information on the fair value measurement of shares associated with the holdback. Earnout The Company also agreed to pay in aggregate up to $0.8 million in cash and 1,434,936 in shares of Class A Common Stock, to certain stockholders of SYNQ3 based on tiered annual revenue targets for each fiscal year 2024, 2025 and 2026 (the “Contingent Earnout Consideration”). The Company accounted for the Contingent Earnout Consideration as a liability within contingent acquisition liabilities on the Company's condensed consolidated balance sheet and will subsequently remeasure the liability at each reporting date with changes in fair value recognized as a component of operating expense in the Company’s condensed consolidated statement of operations and comprehensive loss. As of the Closing Date, the Contingent Earnout Consideration was estimated to be $1.7 million in aggregate and to be settled in $0.2 million cash and the remainder in shares of the Company’s Class A Common Stock. For the three months ended March 31, 2024, the Company recognized a $2.6 million loss related to the Contingent Earnout Consideration, reflected in the change in fair value of contingent acquisition liabilities in the condensed consolidated statement of operations and comprehensive loss. See Note 17 to our unaudited condensed consolidated financial statements included within this report for more information on the fair value measurement of Contingent Earnout Consideration. Restricted stock awards The 2,033,156 restricted shares of the Company's Class A Common Stock issued at the Closing Date to certain continuing employees of SYNQ3 subject to time and performance-based vesting conditions was determined to be a separate transaction from the SYNQ3 Acquisition and therefore is excluded from purchase consideration. See Note 13 to our unaudited condensed consolidated financial statements included within this report for more information on stock-based awards issued in connection with the SYNQ3 Acquisition. Preliminary purchase price allocation The preliminary purchase price allocation was performed as of January 3, 2024 and allocated to the assets acquired and liabilities assumed based on their respective fair values, as follows (in thousands): Cash paid $ 3,910  Equity consideration 9,687  Deferred cash consideration 143  Deferred equity consideration 608  Contingent earnout consideration 1,676  Contingent holdback consideration 981  Purchase price 17,005  Assets acquired: Cash 221  Accounts receivable 1,500  Prepaid expenses 72  Intangible assets 12,705  Total identified assets acquired 14,498  Liabilities assumed: Accounts payable 440  Accrued liabilities 1,677  Deferred revenue 104  Other non-current liabilities 750  Deferred tax liability 282  Total liabilities assumed 3,253  Fair value of identifiable net assets acquired $ 11,245  Goodwill acquired on acquisition $ 5,760  Goodwill recognized includes synergies expected to be achieved from the operations of the combined company and intangible assets that do not qualify for separate recognition. Expected synergies include both increased revenue opportunities and the cost savings from the planned integration of platform infrastructure, facilities, personnel, and systems. The transaction is considered a non-taxable business combination, and the goodwill is not deductible for tax purposes. The preliminary purchase price allocation has not been finalized as of March 31, 2024 primarily due to the final assessment of the fair values of the intangible assets, contingent sales tax liability assumed, and fair value of the contingent acquisition liabilities. The fair value estimates of assets acquired and liabilities assumed is pending the completion of various items, including obtaining further information regarding the identification and valuation of all assets acquired and liabilities assumed. Any adjustments to the estimates of purchase price allocation will be made in the periods in which the adjustments are determined, and the cumulative effect of such adjustments will be calculated as if the adjustments had been completed as of the acquisition date. The Company expects to finalize the purchase price allocation within 12 months from the acquisition date. The following table summarizes the preliminary fair values of the identifiable intangible assets acquired (in thousands): Useful life Preliminary fair value Intangible Assets: (in years)  at acquisition  Developed technology 3.0 $ 5,210   Customer relationships 4.0 4,800   Tradename 2.0 1,410   Conversation data 2.5 1,285  $ 12,705  The Company incurred $1.3 million in acquisition related expenses, of which $0.2 million was incurred during the three months ended March 31, 2024 and recorded as general and administration expenses in its condensed consolidated statements of operations and comprehensive loss. Restricted stock units As a condition of the SYNQ3 Acquisition, the Company additionally granted certain employees awards with future vesting conditions. As a result, the Company determined that these awards should be accounted for separately from the acquisition and therefore are excluded from purchase consideration. See Note 13 to our unaudited condensed consolidated financial statements included within this report for more information on these awards. Unaudited pro forma financial information The financial results of SYNQ3 are included in these unaudited condensed consolidated financial statements from the date of the acquisition. The acquired business contributed revenue of $3.0 million and net loss of $1.6 million to the Company for the period from January 3, 2024 to March 31, 2024. The following table includes unaudited pro forma financial information that presents combined results of the Company as if the business combination was completed on January 1, 2023, the beginning of the comparable prior annual reporting period. Unaudited Three Months Ended March 31, 2023 Revenue $ 10,805  Net loss attributable to SoundHound AI, Inc. $ (35,247) The unaudited pro forma financial information includes the combined historical operating results of the Company and SYNQ3 prior to the acquisition, with adjustments to give effect for the SYNQ3 Acquisition and related events. Pro forma adjustments have been made to reflect the incremental intangible asset amortization to be incurred based on the fair values and useful lives of each identifiable intangible asset, incremental stock-based compensation related to inducement equity awards, incremental compensation related to amended severance agreements, incremental transaction costs related to the acquisition, change in fair value of contingent acquisition liabilities, elimination of interest expense related to SYNQ3’s previously outstanding debt, elimination of amortization expense related to SYNQ3's previously recognized goodwill, and the related tax effects of pro forma adjustments for the period. These unaudited pro forma results are presented for informational purpose only and are not necessarily indicative of what the actual results of operations of the combined company would have been if the acquisition had occurred at the beginning of the period presented, nor are they indicative of future results of operations. The unaudited pro forma results are based on the preliminary purchase price allocation and will be updated to reflect the final amounts as the allocation is finalized during the measurement period. The Company did not have any material nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings.

v3.24.1.1.u2

REVENUE RECOGNITION	3 Months Ended
	Mar. 31, 2024
Revenue from Contract with Customer [Abstract]
REVENUE RECOGNITION	REVENUE RECOGNITION Revenue Recognition The Company recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Revenues are generally recognized upon the transfer of control of promised products or services provided to customers, reflecting the amount of consideration the Company expects to receive for those products or services. The Company’s arrangements with customers may contain multiple obligations. Individual services are accounted for separately if they are distinct — that is, if a service is separately identifiable from other items in the contract and a customer can benefit from it in its own or with other resources that are readily available to the customer. The Company derives its revenue primarily from the following performance obligations: (1) hosted services, (2) professional services, (3) monetization, and (4) licensing. Revenues are reported net of applicable sales and use taxes that are passed through to customers. The Company applies significant judgement in identifying and evaluating any terms and conditions in contracts which impact revenue recognition. The Company has the following performance obligations in contracts with customers: Hosted Services Hosted services, along with non-distinct customization, integration, maintenance and support professional services, allow customers to access the Houndify platform over the contract period without taking possession of the software. The Company has determined that the hosted services arrangements are a single performance obligation comprised of a series of distinct services, since each day of providing access to hosted services is substantially the same and the customer simultaneously receives and consumes the benefits as access is provided. These services are provided either on a usage basis (i.e., variable consideration) or on a fixed fee subscription basis. The Company recognizes revenue as each distinct service period is performed. Hosted services generally include up-front services to develop and/or customize the Houndify application to each customer’s specification. Judgement is required to determine whether these professional services are distinct from the hosted services. In making this determination, factors such as the degree of integration, the customers’ ability to start using the software prior to customization, and the availability of these services from other independent vendors are considered. In instances where the Company concluded that the up-front services are not distinct performance obligations, revenues for these activities are recognized over the period which the hosted services are provided and is included within hosted services revenue. Revenues derived as a result of the SYNQ3 Acquisition are categorized as hosted services revenue. Professional Services Revenues from distinct professional services, such as non-integrated development services, are either recognized over time based upon the progress towards completion of the project, or at a point in time at project completion. The Company assesses distinct professional services to determine whether the transfer of control is over-time or at a point in time. The Company considers three criteria in making their assessment including (1) the customer simultaneously receives and consumes the benefits; (2) the Company’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or (3) the Company’s performance does not create an asset with an alternative use to the entity and the entity has an enforceable right to payment for performance completed to date. If none of the criteria are met, revenues are determined to be recognized at a point in time. For distinct professional services determined to be recognized over-time, measuring the stage of completion of a project requires significant judgement and estimates and is based on input and output measures. During the three months ended March 31, 2024, $1.5 million of professional service revenue was recognized over time. During the three months ended March 31, 2024, there was no professional service revenue recognized at a point in time when the performance obligation was fulfilled and control of the service was transferred to the customer. During the three months ended March 31, 2023, $0.7 million of professional service revenue was recognized over time, with the remaining $0.9 million recognized at a point in time when the performance obligation was fulfilled and control of the service was transferred to the customer. Monetization Monetization revenues are primarily derived from advertising payments associated with ad impressions placed on the SoundHound music identification application. The amount of revenue is based on actual monetization generated or usage, which represent a variable consideration with constrained estimates. Therefore, the Company recognizes the related revenues at a point in time when advertisements are placed, when commissions are paid or when the SoundHound application is downloaded. The determination of whether revenue should be reported on a gross or net basis is based on an assessment of whether the Company is acting as a principal or an agent in the transaction. The Company has determined that it does not act as the principal in monetization arrangements because it does not control the transfer of the service and it does not set the price. Based on these factors, the Company reports revenue on a net basis. Licensing The Company licenses voice solutions that are embedded in customer’s products. Licensing revenues are a distinct performance obligation that is recognized when control is transferred to the customer, which is at a point in time for non-customized solutions. For licenses with non-distinct customized solutions, revenues are recognized over time based on the progress towards completion of the customized solution. Revenues generated from licensing are based on royalty models with a combination of minimum guarantees and per unit pricing. Royalty periods are generally subsequent to when control of the license passes to the customer. The Company records licensing revenue as a usage-based royalty from customers’ usage of intellectual property in the same period in which the underlying sale occurs. For royalty arrangements that include fixed considerations related to a minimum guarantee from a customer, the fixed consideration allocated to the license is recognized when the control of the license passes to the customer. The Company provides assurance-type warranty services and to date, post-contract support has been an immaterial performance obligation within the context of the contract. When a contract has multiple performance obligations, the transaction price is allocated to each performance obligation based on its relative estimated standalone selling price (“SSP”). Judgments are required to determine the SSP for each distinct performance obligation. SSP is determined by maximizing observable inputs from pricing of standalone sales, when possible. Since prices vary from customer to customer based on customer relationship, volume discount and contract type, in instances where the SSP is not directly observable, the Company estimates SSP by considering the following factors: •Costs of developing and supplying each performance obligation; •Industry standards; •Major product groupings; and •Gross margin objectives and pricing practices, such as contractually stated prices, discounts offered, and applicable price lists. These factors may vary over time, depending upon the unique facts and circumstances related to each deliverable. If the facts and circumstances underlying the factors considered change or should future facts and circumstances lead the Company to consider additional factors, the Company’s best estimate of SSP may also change. The Company’s long-term contracts do not have significant financing components, as there is generally payment and performance in each year of the contract. The Company has elected the practical expedient to not adjust promised amounts of consideration for the effects of a significant financing component if the Company expects, at contract inception, that the period between when the Company transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less. If there is a period of one year or longer between the transfer of promised services and payment, it is generally for reasons other than financing, thus, the Company does not adjust the transaction price for financing components. For the three months ended March 31, 2024 and 2023, revenue under each performance obligation was as follows (in thousands): Three Months Ended March 31, 2024 2023 Hosted services $ 8,907  $ 4,745  Professional services 1,472  1,643  Licensing 1,093  179  Monetization 122  140  Total $ 11,594  $ 6,707  For the three months ended March 31, 2024 and 2023, the disaggregated revenue by geographic location was as follows* (in thousands): Three Months Ended March 31, 2024 2023 United States $ 3,734  $ 786  Korea 3,398  2,259  France 2,566  730  Other 973  207  Japan 923  937  Germany —  1,788  Total $ 11,594  $ 6,707  *Revenue by geographic region is allocated to individual countries based on the billing location of the customer. The end customer location may be different than the customer's billing location. For the three months ended March 31, 2024 and 2023, the disaggregated revenue by recognition pattern was as follows (in thousands): Three Months Ended March 31, 2024 2023 Over time revenue $ 10,380  $ 5,505  Point-in-time 1,214  1,202  Total $ 11,594  $ 6,707  The Company also disaggregates revenue by service type. This disaggregation consists of Product Royalties, Service Subscriptions and Monetization. Product Royalties revenues are derived from Houndified Products, which are voice-enabled tangible products across the automotive and consumer electronics industries. Revenues from Product Royalties are based on volume, usage or life of the products, which are driven by number of devices, users or unit of time. Service Subscription revenues are generated through Houndified Services, which include customer services, food ordering, content, appointments and voice commerce. Subscription revenues are derived from monthly fees based on usage-based revenue, revenue per query or revenue per user. Both Houndified Products and Houndified Services may include professional services that develop and customize the Houndify platform to fit customers’ specific needs. Revenues from Monetization are generated from the SoundHound music identification app and are primarily attributable to user ad impression revenue. For the three months ended March 31, 2024 and 2023, the disaggregated revenue by service type was as follows (in thousands): Three Months Ended March 31, 2024 2023 Product royalties $ 7,889  $ 6,176  Service subscriptions 3,583  391  Monetization 122  140  Total $ 11,594  $ 6,707  Contract Balances The Company performs its obligations under a contract with a customer by providing access to software, licensing right to use software, or providing services in exchange for consideration from the customer. The timing of the Company’s performance often differs from the timing of the customer’s payment, which results in the recognition of a receivable, a contract asset or deferred revenue. As of January 1, 2023, accounts receivable, net of allowances, was $3.4 million, contract assets were $8.7 million and deferred revenue was $13.4 million. The contract asset and unbilled accounts receivable, net as of March 31, 2024 and December 31, 2023 consists of the following (in thousands): Balance Sheet Presentation March 31, 2024 December 31, 2023 Unbilled account receivables - current Contract assets and unbilled receivables, net of allowance for credit losses $ 7,068  $ 5,138  Contract assets - current Contract assets and unbilled receivables, net of allowance for credit losses 5,036  6,642  Unbilled account receivables - non-current Contract assets and unbilled receivables, non-current, net of allowance for credit losses 1,251  —  Contract assets - non-current Contract assets and unbilled receivables, non-current, net of allowance for credit losses 13,855  16,492  The change in the Company's contract assets and contract liabilities during the current period was primarily the result of the timing differences between the Company's performance, invoicing and customer payments. The Company has not recorded any asset impairment charges related to contract assets during the periods presented in the condensed consolidated financial statements. Revenues recognized included in the balances of the deferred revenue at the beginning of the reporting period were $1.9 million for the three months ended March 31, 2024 and $1.8 million for the three months ended March 31, 2023. As of March 31, 2024, the aggregate amount of the transaction price allocated to the remaining performance obligations related to customer contracts that were unsatisfied or partially unsatisfied was $11.8 million. Given the applicable contract terms, $6.3 million is expected to be recognized as revenue within one year, $3.4 million is expected to be recognized between 2 to 5 years and the remainder of $2.1 million is expected to be recognized after 5 years. This amount does not include contracts to which the customer is not committed, contracts for which the Company recognizes revenue equal to the amount the Company has the right to invoice for services performed or future sales-based or usage-based royalty payments in exchange for access to the Company’s hosted services. This amount is subject to change due to future revaluations of variable consideration, terminations, other contract modifications or currency adjustments. The estimated timing of the recognition of remaining unsatisfied performance obligations is subject to change and is affected by changes to scope, changes in timing of delivery of products and services or contract modifications.

v3.24.1.1.u2

GOODWILL AND INTANGIBLE ASSETS	3 Months Ended
	Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
GOODWILL AND INTANGIBLE ASSETS	GOODWILL AND INTANGIBLE ASSETS Goodwill The change in the carrying value of goodwill for the three months ended March 31, 2024, was as follows (in thousands): Balance as of December 31, 2023 $ —  Acquisition of SYNQ3 5,760  Balance as of March 31, 2024 $ 5,760  The Company has applied the acquisition method of accounting in accordance with ASC 805 and recognized assets acquired and liabilities assumed of SYNQ3 at their fair value as of the date of acquisition, with the excess purchase consideration recorded to goodwill. As the Company finalizes the estimation of the fair value of the assets acquired and liabilities assumed, additional adjustments to the amount of goodwill may be necessary. Intangible Assets The gross carrying value, accumulated amortization and net carrying value of intangible assets consisted of the following (in thousands): March 31, 2024  Gross Carrying Value  Accumulated Amortization  Net Carrying Value Developed technology $ 5,210  $ 520  $ 4,690  Customer relationships 4,800  300  4,500  Tradename 1,410  176  1,234  Conversation data 1,285  129  1,156  Total $ 12,705  $ 1,125  $ 11,580  Amortization expense of intangible assets was $1.1 million for the three months ended March 31, 2024. These expenses were recorded as $0.5 million within cost of revenues, and $0.6 million within operating expenses for the respective periods. There was no amortization expense during the three months ended March 31, 2023. Future amortization expense of intangible assets held as of March 31, 2024, are as follows (in thousands): Year ending December 31, 2024 $ 3,030  2025 4,156  2026 3,194  2027 1,200  Total $ 11,580

v3.24.1.1.u2

ACCRUED LIABILITIES	3 Months Ended
	Mar. 31, 2024
Other Liabilities Disclosure [Abstract]
ACCRUED LIABILITIES	ACCRUED LIABILITIES Accrued liabilities consisted of the following (in thousands): March 31, 2024 December 31, 2023 Accrued compensation expenses $ 8,141  $ 6,961  Accrued vendor payables 3,158  3,792  Accrued lender fees 3,501  2,603  Other accrued liabilities 541  528  $ 15,341  $ 13,884

v3.24.1.1.u2

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	COMMITMENTS AND CONTINGENCIES Contracts In August 2021, the Company entered into an exclusive agreement with a cloud service provider to host its voice artificial intelligence platform pursuant to which the Company committed to pay a minimum of $98.0 million in cloud costs over a seven-year period subject to variable increases based on usage. Aggregate non-cancelable future minimum payments were as follows as of March 31, 2024 (in thousands): Remainder of 2024 $ 8,250  2025 14,000  2026 16,000  2027 24,000  2028 24,000  Total $ 86,250  Legal Proceedings From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of its business activities. The Company accrues contingent liabilities when it is probable that future expenditures will be made, and such expenditures can be reasonably estimated. In the opinion of management, there are no pending claims for which the outcome is expected to result in a material adverse effect on the financial position, results of operations or cash flows of the Company. Other Matters The Company has not historically collected U.S. state or local sales and use tax, or other similar taxes, in any jurisdiction. On June 21, 2018, the U.S. Supreme Court decided, in South Dakota v. Wayfair, Inc., that state and local jurisdiction may, in certain circumstances, enforce sales and use tax collection obligations on remote vendors that have no physical presence in such jurisdiction. A number of states have already begun, or have positioned themselves to begin, requiring sales and use tax collection from remote vendors. The details and effective dates of these collection requirements vary from state to state. The Company continues to analyze potential sales tax exposure using a state-by-state assessment. In accordance with ASC 450, Contingencies, the Company estimated and recorded a liability of $1.0 million as of March 31, 2024 and $0.2 million as of December 31, 2023.

v3.24.1.1.u2

WARRANTS	3 Months Ended
	Mar. 31, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]
WARRANTS	WARRANTS Term Loan Warrants In connection with the Credit Agreement (as defined in Note 9), on the Term Loan Closing Date the Company issued warrants to purchase up to 3,301,536 shares of the Company’s Class A Common Stock to the Agent and its assign (the “Term Loan Warrants”). The Term Loan Warrants have a per share exercise price of $2.59 and may be exercised, including on a cashless basis, by the holder at any time prior to the 10-year anniversary of the issue date. The Term Loan Warrants will be automatically cashless exercised immediately prior to a change in control of the Company. The Term Loan Warrants are indexed to the Company's stock and were classified as an equity instrument. On the Term Loan Closing Date, this resulted in the Company allocating the gross proceeds and issuance costs between the Term Loan and the Term Loan Warrants based on their relative fair values, resulting in the initial recognition of the Term Loan Warrant at $4.1 million as additional paid-in-capital on the condensed consolidated balance sheets. In March 2024, the Company issued 2,269,982 shares of the Company's Class A Common Stock resulting from the cashless exercise in full of the Term Loan Warrants that were outstanding. As of March 31, 2024, all of the Term Loan Warrants had been exercised and no Term Loan Warrants are outstanding. Warrants Related to the ATSP Merger Public Warrants On April 26, 2022 (the "Closing"), pursuant to a merger agreement dated as of November 15, 2021 by and among Archimedes Tech SPAC Partners Co. (“ATSP”), ATSPC Merger Sub, Inc. and SoundHound, Inc. (“Legacy SoundHound”), the parties consummated the merger of ATSPC Merger Sub, Inc. with and into Legacy SoundHound, with Legacy SoundHound continuing as the surviving corporation, as well as the other transactions contemplated by the Merger Agreement (the merger and such other transactions collectively referred to the “ATSP Merger”). Prior to the ATSP Merger, ATSP issued public warrants ("Public Warrants"). Each Public Warrant entitles the holder to the right to purchase one share of common stock at an exercise price of $11.50 per share. No fractional shares were issued upon exercise of the Public Warrants. The Company may redeem the outstanding warrants, for $0.01 per warrant, upon not less than 30 days’ prior written notice of redemption, if the reported last sale price of the common stock equals or exceeds $18.00 per share (as adjusted for stock dividends, sub-divisions, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period commencing after the warrants become exercisable and ending on the third trading day before the Company sends the notice of redemption to the warrant holders. Upon issuance of a redemption notice by the Company, the warrant holders may, at any time after the redemption notice, exercise the Public Warrants for cash, or on a cashless basis. Subsequent to the closing of the ATSP Merger, the Company’s Public Warrants continue to be classified as equity instruments, as they are indexed to the Company’s stock. Private Warrants Prior to the ATSP Merger, ATSP issued private warrants ("Private Warrants"). The Private Warrants were initially issued in the same form as the Public Warrants with the exception that the Private Warrants: (i) would not be redeemable by the Company and (ii) may be exercised for cash or on a cashless basis, so long as they are held by the initial purchasers or any of their permitted transferees. If the Private Warrants are held by holders other than the initial purchasers or any of their permitted transferees, the Private Warrants will be redeemable by the Company and exercisable by the holders on the same basis as the Public Warrants. The Private Warrants were initially classified as derivative liability instruments as they met the definition of a derivative and were not considered indexed in the Company’s own stock as the settlement value could be dependent on who held the Private Warrants at the time of exercise. Upon the Closing of the ATSP Merger, the Company modified its Private Warrants to be identical to its Public Warrants. Therefore, the Private Warrants met requirements for classification as equity instruments, as they are indexed to the Company’s stock. As of March 31, 2024, there were 3,665,996 Public Warrants and Private Warrants issued and outstanding.

v3.24.1.1.u2

NOTE PAYABLE	3 Months Ended
	Mar. 31, 2024
Debt Disclosure [Abstract]
NOTE PAYABLE	NOTE PAYABLE SVB March 2021 Note In March 2021, the Company entered into a loan and security agreement with a commercial bank to borrow $30.0 million. The loan bore interest at an annual rate equal to the greater of 9.00% or 5.75% above the Prime Rate. During the three months ended March 31, 2023, the interest rate was 13.50%. Payments were interest-only for the first twelve months and are now principal and interest through maturity. During the three months ended March 31, 2023, the Company recorded $0.6 million in interest expense related to the debt discounts. Concurrently with the Company's entry into the Credit Agreement (as defined below), the Company used a portion of the proceeds to prepay in full all outstanding obligations under, and terminated, the SVB March 2021 Note. In connection with the SVB March 2021 Note prepayment, the Company paid a total of $18.5 million on April 14, 2023, which consisted of (i) the remaining principal amount outstanding of $18.1 million, (ii) a prepayment premium of $0.3 million, (iii) accrued and unpaid interest of $0.1 million and (iv) a nominal amount for transaction expenses, resulting in a loss on debt extinguishment of $0.4 million. SCI June 2021 Note In June 2021, the Company entered into a loan and security agreement with a lender to obtain credit extensions to the Company. Extensions were available in $5.0 million increments up to a total commitment amount of $15.0 million. The Company drew an initial $5.0 million on June 14, 2021 and the remaining $10.0 million on December 1, 2021. The loan bore interest at an annual rate equal to the greater of 9.00% or 5.75% above the Prime Rate. During the three months ended March 31, 2023, the interest rate was 0.14%. Payments were interest-only for the first twelve months and principal and interest through maturity. During the three months ended March 31, 2023, the Company recorded $0.4 million in interest expense related to the debt discounts. Concurrently with the Company’s entry into the Credit Agreement (as defined below), the Company used a portion of the proceeds to prepay in full all outstanding obligations under, and terminated, the SCI June 2021 Note. In connection with the SCI June 2021 Note prepayment on April 14, 2023, the Company paid a total of approximately $11.7 million, which consisted of (i) the remaining principal amount outstanding of approximately $11.5 million, (ii) a prepayment premium of approximately $0.2 million and (iii) a nominal amount for transaction expenses, resulting in loss on debt extinguishment of $0.4 million. Term Loan On April 14, 2023 (the “Term Loan Closing Date”), the Company entered into a Senior Secured Term Loan Credit Agreement (the “Credit Agreement”). The Credit Agreement provides for a term loan facility in an aggregate principal amount of up to $100.0 million (the “Term Loan”). The Credit Agreement also permits the Company to request additional commitments of up to $25.0 million in the aggregate, with funding of such commitments in the sole discretion of the lenders under certain circumstances, which will be subject to the same terms as the Term Loan if funded. On the Term Loan closing date, the Company also entered into a Guarantee and Collateral Agreement. In addition, the Company is obligated to pay incremental lender fees (the "Lender fees"), beginning on the Term Loan closing date, initially at a rate of 3.5% of the principal amount of the Term Loans for the first 18 months paid semi-annually to provide a collateral protection insurance policy on behalf of the lenders. Such rate for the Lender Fees will decrease to 2.5% after the 18-month anniversary of the Term Loan Closing Date. As the lenders are the sole beneficiary of the insurance policy, the Lender Fees are deemed to be additional fees payable to the Lenders and is therefore being recognized as interest expense over the term of the Term Loan based on effective interest method. The Company used the proceeds from the Term Loan to (i) repay outstanding amounts equal to approximately $30.0 million under the Company’s existing loan facilities, (ii) fund an escrow account on the Term Loan Closing Date in the name of the Agent for an amount equal to the first four interest payments, (iii) pay certain fees and expenses incurred in connection with entering into the Credit Agreement, and (iv) fund the Lender Fees, together with related taxes, with the remaining proceeds to be used to fund growth investments and for general corporate purposes as permitted under the Credit Agreement. The outstanding principal balance of the Term Loan bears interest at the applicable margin plus, at the Company’s election, either (i) the Term SOFR rate published by CME Group Benchmark Administration Limited for a one-month interest period plus 0.15% or (ii) the alternate base rate (“ABR”), which is a per annum rate equal to the greatest of (a) the Prime Rate (as defined in the Credit Agreement), (b) the NYFRB Rate (as defined in the Credit Agreement) plus 0.50% and (c) the Term SOFR rate plus 1.00%. The applicable margin under the Credit Agreement is 8.50% per annum with respect to SOFR loans, and 7.50% per annum with respect to ABR loans. As of March 31, 2024, the contractual interest rate was approximately 14.0%. The Company was amortizing the discounts on an effective interest basis over the period from issuance through the Early Maturity Date. The effective interest rate was 25.18% for the quarter ended March 31, 2024. The Company incurred and paid $3.5 million in stated interest in the condensed consolidated statements of operations and comprehensive loss for the period ended March 31, 2024. During the period ended March 31, 2024, the Company recorded $1.1 million in interest expense related to the debt discount. The remaining period over which the discount will be amortized is 3.04 years as of March 31, 2024. Subject to certain exceptions as set forth in the Credit Agreement, interest on the Term Loan is payable quarterly in arrears on the last business day of each fiscal quarter. The Term Loan is set to mature on April 14, 2027 (the “Maturity Date”). The Credit Agreement provides for no scheduled principal payments prior to the Maturity Date. The Term Loan is secured by substantially all of the assets of the Company and its subsidiaries and is guaranteed by the Company’s subsidiaries other than Excluded Subsidiaries. As set forth in more detail in the Credit Agreement, the Company is required to make mandatory prepayments on the Term Loan in the event of certain specified events, including in the event of certain capital raises by the Company and its subsidiaries. The Company may also elect to prepay amounts at any time. If the Term Loan is prepaid for any reason prior to the second anniversary of the Closing Date, in additional to principal and accrued interest, the Company will have to pay an amount equal to the discounted future interest payments from the date of redemption through the second anniversary of the Closing Date, calculated on the basis of the interest rate in effect on the redemption date and discounted based on the applicable rate for US treasury securities of equal tenor plus 50 basis points. Additionally, the Company will have to pay the excess of 14% of the Term Loans over the amount of the Lender Fees paid through the Redemption Date. The Credit Agreement also contains customary representations and warranties for a facility of this nature and affirmative and negative covenants. In particular, the Credit Agreement requires the Company to have liquidity at least equal to the Interest Escrow Required Amount (as defined in the Credit Agreement) as of the last day of each fiscal quarter. The Interest Escrow Required Amount is included in restricted cash equivalents, non-current on the condensed consolidated balance sheet as of March 31, 2024. In addition, the Credit Agreement limits the Company’s and its subsidiaries’ ability to incur indebtedness, make restricted payments, including cash dividends on its common stock, make certain investments, loans and advances, enter into mergers and acquisitions, sell, assign transfer or otherwise dispose of its assets, enter into transactions with its affiliates and engage in sale and leaseback transactions, among other restrictions. As of March 31, 2024, the Company was in compliance with all covenants prescribed in the Credit Agreement. The Credit Agreement includes customary events of default, including, but not limited to, nonpayment of principal or interest, breaches of representations and warranties, failure to perform or observe covenants, cross-defaults with certain other indebtedness, final judgments or orders, certain change of control events, and certain bankruptcy-related events or proceedings. Upon the occurrence of an event of default (subject to notice and grace periods), obligations under the Credit Agreement could be accelerated. The aggregate long-term debt maturities were as follows as of March 31, 2024 (in thousands): Remainder of 2024 —  2025 —  2026 —  2027 100,000  Total 100,000  Less: unamortized discount (14,457) Long-term portion of debt $ 85,543  The following table summarizes the Company’s debt balances as of March 31, 2024 and December 31, 2023 (in thousands): March 31, 2024 December 31, 2023 Term Loan $ 100,000  $ 100,000  Current portion of debt —  —  Unamortized discount and debt issuance costs (14,457) (15,688) Carrying value of long-term debt $ 85,543  $ 84,312

v3.24.1.1.u2

RESTRUCTURING	3 Months Ended
	Mar. 31, 2024
Restructuring and Related Activities [Abstract]
RESTRUCTURING	RESTRUCTURING In January 2023, the Company announced a restructuring plan (the “Restructuring Plan”) intended to reduce operating costs, improve operating margins, improve cash flows and accelerate the Company’s path to profitability. The Restructuring Plan included a reduction of the Company’s then-current workforce by approximately 40% or 180 positions globally. Costs associated with the Restructuring Plan consist of employee severance payments, employee benefits and share-based compensation. The costs associated with the Restructuring Plan were recorded to the restructuring expense line item within our condensed consolidated statements of operations as incurred. During the period ended March 31, 2023, we recorded 3.6 million of restructuring expenses in connection with the Restructuring Plan, of which $1.3 million were cash payments. The Restructuring Plan was substantially complete as of December 31, 2023

v3.24.1.1.u2

PREFERRED STOCK	3 Months Ended
	Mar. 31, 2024
Equity [Abstract]
PREFERRED STOCK	PREFERRED STOCK Series A Preferred Stock Between January 18, 2023 and January 20, 2023, the Company entered into Preferred Stock Purchase Agreements (the “Purchase Agreements”) with certain investors (the “Investors”), pursuant to which the Company issued and sold to the Investors an aggregate of 835,011 shares of its newly designated Series A Convertible Preferred Stock for issuance price of $30.00 per share, raising an aggregate of approximately $25.0 million in cash proceeds. Liquidation Preference The Liquidation Preference per share of Preferred Stock was initially equal to $30.00, the original issue price per share. On January 1, 2024, the Company's Series A Preferred Stock holders received their latest dividends paid-in-kind as an increase in Liquidation Preference, thereby increasing the Liquidation Preference per share to approximately $34.13. Additionally, as of March 31, 2024, the Series A Preferred Stock had accrued additional dividends since the last dividend payment date which has the effect of increasing the Liquidation Preference to approximately $35.32. Redemption The Series A Preferred Stock is not mandatorily redeemable. Conversion Each share of Series A Preferred Stock is convertible, at the option of the holder, into such number of shares of Class A Common Stock equal to the Liquidation Preference per share at the time of conversion divided by $1.00 (the “Conversion Price”). In addition, each share of Series A Preferred Stock will automatically convert into shares of Class A Common Stock at the Conversion Price on or after January 20, 2024 if and when the daily volume-weighted average closing price per share of Class A Common Stock is at least 2.5 times the Conversion Price for each of any 90 trading days during any 120 consecutive trading day period, which 120-trading day period may commence (but may not end) prior to January 20, 2024. As of March 31, 2024, the condition of automatic conversion was not met and no Series A Preferred Stock were automatically converted. During the three months ended March 31, 2024, certain Investors optionally converted 404,764 shares of preferred stock into 14,070,854 shares of Class A Common Stock. The conversion was pursuant to the original terms of the agreement and therefore the carrying value of Series A Preferred Stock was converted into Class A Common Stock with no gain or loss upon conversion. There were no conversions during the three months ended March 31, 2023. Since issuance, there have been a total of 764,770 shares of preferred stock converted into shares of Class A Common Stock. As of March 31, 2024, 70,241 shares of preferred stock remain outstanding. Voting Rights The Investors do not have voting rights, except with respect to certain protective provisions and as required by the Delaware General Corporation Law. However, as long as the Series A Preferred Stock are outstanding, the Company may not take certain actions that may materially and adversely impact the powers, preferences, or rights of the Investors without the consent of at least a majority of the Investors.

v3.24.1.1.u2

COMMON STOCK	3 Months Ended
	Mar. 31, 2024
Equity [Abstract]
COMMON STOCK	COMMON STOCK The Company is authorized to issue 500,000,000 shares of capital stock, consisting of (a) 455,000,000 shares of Class A Common Stock with a par value of $0.0001 per share, (b) 44,000,000 shares of Class B Common Stock with a par value of $0.0001 per share, and (c) 1,000,000 shares of preferred stock with a par value of $0.0001 per share. The outstanding shares of the Company’s common stock are fully paid and non-assessable. On all matters to be voted upon, subject to the rights of any holders of any series of preferred stock, holders of shares of Class A Common Stock and Class B Common Stock will vote together as a single class on all matters submitted to the stockholders for their vote or approval. Holders of Class A and B Common Stock are entitled to one vote and ten votes per share respectively on all matters submitted to the stockholders for their vote or approval. Each share of Class B Common Stock shall convert into one fully paid and nonassessable share of Class A Common Stock upon mandatory or optional conversion. Shares of Class B Common Stock will be automatically converted into shares of Class A Common Stock upon the occurrence of certain future events, generally including transfers, subject to limited exceptions set forth in the amended charter. The conversion of Class B Common Stock to Class A Common Stock will have the effect, over time, of increasing the relative voting power of those holders of Class B Common Stock who retain their shares in the long term. As a result, it is possible that one or more of the persons or entities holding our Class B Common Stock could gain significant voting control as other holders of Class B Common Stock sell or otherwise convert their shares into Class A Common Stock. During the three months ended March 31, 2024, certain holders of Class B Common Stock optionally converted 4,750,000 shares of Class B Common Stock into the same number of shares of Class A Common Stock. There were no conversions during the three months ended March 31, 2023. Equity Line of Credit ("ELOC") On August 16, 2022, the Company entered into a common stock purchase agreement (“Common Stock Purchase Agreement”) and related registration rights agreement (the “CFPI Registration Rights Agreement”) with CF Principal Investments LLC (the “Counterparty”). Pursuant to the Common Stock Purchase Agreement, the Company had the right, but not the obligation, to direct the Counterparty to purchase up to 25,000,000 shares of Class A Common Stock, subject to certain limitations and conditions (the "ELOC Program") at a purchase price equal to 97% of the volume weighted average stock price for a given purchase date. In connection with the execution of the Common Stock Purchase Agreement and the side letter on February 14, 2023, the Company issued 250,000 shares of Common Stock (the “Initial Commitment Shares”), and additional cash commitment fee of $0.3 million. The Company recorded Common Stock Purchase Agreement as a derivative liability with an initial fair value of $1.1 million based on the upfront commitment fee in the form of proceeds from future issuance of commitment shares to the Counterparty plus certain fees and expenses as specified in the Purchase Agreement. The Company recorded changes in the fair value of the derivative liability associated with the ELOC Program of $0.6 million for the three months ended March 31, 2023 as other income (expense), net on its condensed consolidated statements of operations and comprehensive loss. The Company incurred third-party costs of $0.2 million related to the execution of the Common Stock Purchase Agreement which were recorded as general and administrative expenses in the condensed consolidated statements of operations and comprehensive loss for the three months ended March 31, 2023. During the year ended December 31, 2023, the Company sold the entirety of the 25,000,000 shares for aggregate proceeds of approximately $71.7 million, with the volume weighted average stock price of shares purchased by the Counterparty ranging from $1.75 to $4.26 per share. Sales Agreement On July 28, 2023, the Company entered into a Controlled Equity Offering Sales Agreement (the “Sales Agreement”) with Cantor Fitzgerald & Co., H.C. Wainwright & Co., LLC, and D.A. Davidson & Co. (each a “Sales Agent” and collectively, the “Sales Agents”), pursuant to which the Company may offer and sell up to $150,000,000 of shares of our Class A Common Stock from time to time through or to the Sales Agents acting as agent or principal. Sales of our Class A Common Stock, if any, under the Sales Agreement will be made at market prices by any method that is deemed to be an “at the market offering” as defined in Rule 415 under the Securities Act. We will pay the Sales Agents commission for their services in acting as agent in the sale of our Class A Common Stock. The Sales Agents are entitled to aggregate compensation at a fixed commission rate of 2.5% of the gross sales price per share sold under the Sales Agreement. We have also agreed to reimburse the Sales Agents for certain specified expenses, including the reasonable and documented fees and disbursements of its legal counsel in an amount not to exceed $75,000 in the aggregate in connection with the execution of the Sales Agreement. During the three months ended March 31, 2024, the Company sold a total of 37,907,219 shares of our common stock under the Sales Agreement, at a weighted-average price of $3.62 per share and raised $137.3 million of gross proceeds, which resulted in complete utilization of the Sales Agreement. After deducting approximately $3.4 million of commissions and offering costs incurred by the Company, the net proceeds from sales of common stock was $133.8 million.

v3.24.1.1.u2

STOCK INCENTIVE PLANS	3 Months Ended
	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
STOCK INCENTIVE PLANS	STOCK INCENTIVE PLANS 2016 Equity Incentive Plan In April 2016, we adopted the 2016 Equity Incentive Plan (the “2016 Plan”) as a successor and continuation of the 2006 Plan. Under the 2016 Plan, the Company was permitted to grant awards of stock options and Restricted Stock Units ("RSUs"), as well as stock appreciation rights and other stock awards. The Company no longer has shares available for issuance under the 2016 Plan. 2022 Incentive Award Plan The Company adopted the 2022 Incentive Award Plan (the “2022 Incentive Plan”, collectively, with the 2006 Plan and the 2016 Plan, the “Plans”) effective April 26, 2022. As of March 31, 2024, the Company had 10,027,862 shares remaining for issuance under the 2022 Incentive Plan. The Company adopted the 2022 Employee Stock Purchase Plan (the “ESPP”) effective April 26, 2022. An aggregate of 3,930,074 shares of the Company’s Class A Common Stock has been reserved for issuance or transfer pursuant to rights granted under the ESPP (“Aggregate Number”). As of March 31, 2024, 478,023 shares of Class A Common Stock were issued under the ESPP. Stock Options Options granted generally have a maximum term of 10 years from grant date, are exercisable upon vesting unless otherwise designated for early exercise by the Board of Directors at the time of grant, and generally vest over a four-year period, with a 25% cliff vesting after one year and then ratably on a monthly basis for the remaining three years. As of March 31, 2024, the total unrecognized stock-based compensation expense related to the unvested stock options was approximately $3.7 million, which we expect to recognize over a weighted-average period of 1.29 years. There were no options granted during the three months ended March 31, 2024. Restricted Stock Units ("RSUs") RSUs granted generally vest over a four-year period, with 25% cliff vesting after one year and then ratably on a quarterly basis for the remaining three years. Besides RSUs with vesting condition tied to requisite service period, the Company also issues RSUs with vesting conditions tied to certain market conditions (“Market-Based RSUs”) and RSUs with vesting conditions tied to certain performance criteria ("Performance-Based RSUs"). In connection with the SYNQ3 Acquisition, the Company granted 1,434,978 RSUs (the "Retention Pool"), 25% of which is subject to service conditions that vest at the end of each of the upcoming three fiscal years and 75% of which is subject to both service and performance-based vesting conditions at the end of each of the upcoming three fiscal years, respectively. The performance level for each of the fiscal years 2024, 2025 and 2026 is based on tiered annual revenue targets, subject to a floor of $9.0 million, $21.0 million and $30.0 million, respectively, with vesting ranging from 50% to 100% of the RSUs granted depending on the level of achievement of the specified revenue target in each year. The Company assesses the probability of vesting of the above performance-based awards from the Retention Pool every reporting period. As of March 31, 2024, performance level of 2024 revenue amount was not probable of being met and performance levels of 2025 and 2026 were probable of being met. The Company also granted 1,952,000 RSUs that vest over a four-year requisite service period to SYNQ3 employees. Additionally, the Company granted 398,200 RSUs to other employees of the Company during the three months ended March 31, 2024. As a result, the Company granted total of 3,785,178 RSUs during the three months ended March 31, 2024. As of March 31, 2024, the total unrecognized stock-based compensation expense related to the unvested RSUs with service conditions was approximately $45.0 million. As of March 31, 2024, the total unrecognized stock-based compensation expense related to the unvested Market-based RSUs was approximately $0.3 million. There were no Market-Based RSUs granted during the period ended March 31, 2024. As of March 31, 2024, the total unrecognized stock-based compensation expense related to the unvested Performance-based RSUs was approximately $8.4 million. There were 1,076,234 Performance-Based RSUs granted during the period ended March 31, 2024. The total unrecognized stock-based compensation related to unvested RSUs is $53.8 million and this will vest over a weighted average period of 2.37 years. Restricted Stock Awards In connection with the SYNQ3 Acquisition, a total of 2,033,156 unvested restricted Class A Common Stock shares ("RSAs") were issued, 25% of which are subject to service conditions that vest at the end of each of the upcoming three fiscal years in three tranches, and 75% of which is subject to both service and performance-based vesting conditions in three tranches. The performance level for each of the fiscal years 2024, 2025 and 2026 is based on tiered annual revenue targets, subject to a floor of $9.0 million, $21.0 million and $30.0 million, respectively, with vesting ranging from 50% to 100% of the RSAs granted depending on the level of achievement of the specified revenue target in each year. The Company assesses the probability of vesting of the above performance-based awards every reporting period. As of March 31, 2024, the performance level of the 2024 revenue amount was not probable of being met and performance levels of 2025 and 2026 were probable of being met. As of March 31, 2024, the total unrecognized stock-based compensation expense related to the unvested RSAs subject to service-based vesting condition and unvested RSAs subject to performance-based vesting condition was approximately $1.8 million and $2.9 million, respectively, over a weighted average period of 2.52 years. Refer to Note 3 for further information on the SYNQ3 Acquisition. Stock-Based Compensation Stock-based compensation is classified in the following expense accounts on the condensed consolidated statements of operations and comprehensive loss for the period ended March 31, 2024, and 2023 (in thousands): Three Months Ended March 31, 2024 2023 Cost of revenues $ 152  $ 115  Sales and marketing 975  1,282  Research and development 3,548  2,500  General and administrative 2,304  2,099  Restructuring costs —  $ 2,253  Total $ 6,979  $ 8,249

v3.24.1.1.u2

OTHER INCOME (EXPENSE), NET	3 Months Ended
	Mar. 31, 2024
Other Income and Expenses [Abstract]
OTHER INCOME (EXPENSE), NET	OTHER INCOME (EXPENSE), NET Other income (expense), net on the condensed consolidated statements of operations is comprised of the following for the three months ended March 31, 2024 and 2023 (in thousands): Three Months Ended March 31, 2024 2023 Other income (expense), net Interest income $ 1,815  $ 157  Loss on change in fair value of ELOC program —  (571) ELOC commitment fees and reimbursement cost to Counterparty —  (325) Other income (expense), net (336) (63) Total other income (expense), net $ 1,479  $ (802)

v3.24.1.1.u2

NET LOSS PER SHARE	3 Months Ended
	Mar. 31, 2024
Earnings Per Share [Abstract]
NET LOSS PER SHARE	NET LOSS PER SHARE The following table presents the calculation of basic and diluted net loss per share attributable to common stockholders for the three months ended March 31, 2024 and 2023: Three Months Ended March 31, 2024 2023 Numerator: Net loss $ (33,009) $ (27,430) Cumulative dividends attributable to Series A Preferred Stock (343) (682) Net loss attributable to SoundHound common shareholders (in thousands) $ (33,352) $ (28,112) Denominator: Weighted average shares outstanding – basic and dilutive 286,596,559 205,082,328 Basic and diluted net loss per share $ (0.12) $ (0.14) For the three months ended March 31, 2024 and 2023, the diluted net loss per share is equal to the basic net loss per share as the effect of potentially dilutive securities would have been antidilutive. The following table summarizes the outstanding shares of potentially dilutive securities that were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive for the three months ended March 31, 2024 and 2023: As of March 31, 2024 2023 Stock-based awards 30,614,247 34,735,981 Series A Preferred Stock 2,480,589 25,050,330 Common stock warrants 3,665,996 3,665,996 Unvested restricted share awards 2,033,156 — Contingently issuable shares 1,906,746 — Total 40,700,734 63,452,307

v3.24.1.1.u2

INCOME TAXES	3 Months Ended
	Mar. 31, 2024
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES The tax expense and the effective tax rate were as follows (in thousands): Three Months Ended March 31, 2024 2023 Loss before income taxes $ (32,714) $ (27,101) Income tax expense 295  329  Effective tax rate (0.90) % (1.21) % The Company’s recorded effective tax rate differs from the U.S. statutory rate primarily due to an increase in the domestic valuation allowance caused by tax losses, foreign withholding taxes, foreign tax rate differentials from the U.S. domestic statutory tax rate and tax benefit resulting from acquisition

v3.24.1.1.u2

FAIR VALUE MEASUREMENTS	3 Months Ended
	Mar. 31, 2024
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	FAIR VALUE MEASUREMENTS The following table presents the fair value of the Company's financial instruments that are measured or disclosed at fair value on a recurring basis (in thousands):  March 31, 2024 Level 1 Level 2 Level 3 Assets: Cash equivalents Treasury bills $ 36,349  $ —  $ —  Money market funds 172,099  $ —  $ —  Total assets $ 208,448  $ —  $ —  Liabilities: Contingent acquisition liabilities Contingent holdback consideration $ —  $ —  $ 2,551  Contingent earnout consideration —  $ —  $ 4,268  Total liabilities $ —  $ —  $ 6,819  December 31, 2023 Level 1 Level 2 Level 3 Assets: Cash equivalents: Treasury bills $ 35,961  $ —  $ —  Money market funds 54,542  —  —  Total assets $ 90,503  $ —  $ —  Contingent Acquisition Liabilities Contingent Holdback Consideration The reconciliation of the Company's Contingent Holdback Consideration measured at fair value on a recurring basis using unobservable inputs (Level 3) is as follows: Balance as of December 31, 2023 $ —  Acquisition of SYNQ3 981  Change in the fair value of liability 1,570  Balance as of March 31, 2024 $ 2,551  The fair value of the cash portion of the Contingent Holdback Consideration was estimated based upon the holdback period of fifteen months, and discounted using the risk-free interest rate based on the U.S. Treasury zero-coupon yield curve on the valuation date for a maturity similar to the fifteen-month holdback period. The fair value of the equity portion of the Contingent Holdback Consideration was estimated based upon the value of the Company’s Class A Common Stock price. The fair value of the Contingent Holdback Consideration was initially measured on January 3, 2024, the date on which the Company completed the acquisition of SYNQ3. The fair value of the Contingent Holdback Consideration has been estimated as of the Closing Date and the three month period ended March 31, 2024, under the following assumptions: January 3, 2024 March 31, 2024 Risk-free interest rate 4.6  % 4.8  % Holdback period 1.25 years 1.0 year Contingent Earnout Consideration The reconciliation of the Company's Earnout Consideration measured at fair value on a recurring basis using unobservable inputs (Level 3) is as follows: Balance as of December 31, 2023 $ —  Acquisition of SYNQ3 1,676  Change in the fair value of liability 2,592  Balance as of March 31, 2024 $ 4,268  The Company utilizes a Monte Carlo simulation to value the Contingent Earnout Consideration. The Company selected this model as it believes it is reflective of all significant assumptions that market participants would likely consider in negotiating the transfer of the Contingent Earnout Consideration. Such assumptions include, among other inputs, expected stock price volatility, risk-free rates, and change in control assumptions. The Company estimates the expected volatility of its common stock based on historical volatility of a peer group, considering the remaining term of the Contingent Earnout Consideration. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the valuation date for a maturity similar to the expected remaining life of the Contingent Earnout Consideration. The expected life of the Contingent Earnout Consideration is assumed to be equivalent to their remaining contractual term. The dividend rate is based on the historical rate, which the Company anticipates to remain at zero. The fair value of the Contingent Earnout Consideration has been estimated as of the Closing Date and the three month period ended March 31, 2024, with the following assumptions for the unobservable inputs: January 3, 2024 March 31, 2024 Discount rate 12.6  % 12.4  % Expected stock price volatility 115.3  % 128.7  % Risk-free interest rate 4.2  % 4.5  % Expected dividend yield 0.0  % 0.0  % Expected life 0.5 - 2.5 years 0.4 - 2.3 years There were no transfers of financial instruments between Level 1, Level 2 and Level 3 during the three months ended March 31, 2024 and 2023.

v3.24.1.1.u2

REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS	3 Months Ended
	Mar. 31, 2024
Accounting Changes and Error Corrections [Abstract]
REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS	REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS During the period ended September 30, 2023, the Company identified immaterial prior period errors related to following: 1) accounting for the ELOC as a derivative instrument; 2) classification of Lender Fees and allocation of the warrants in connection with the Term Loan; and 3) the incorrect recording of in-kind dividends associated with the Company’s Series A Preferred Stock. The identified errors were included in the Company's previously issued quarterly condensed consolidated financial statements for the three and six months ended March 31, 2023 and June 30, 2023. In accordance with SEC Staff Accounting Bulletin No. 99, “Materiality,” and SEC Staff Accounting Bulletin No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements;” the Company evaluated the errors and determined that the related impacts were not material to its condensed consolidated financial statements for the prior year periods when they occurred, but the Company determined it would be appropriate to correct the errors in the current period in the Company’s consolidated statements of operations and comprehensive loss, consolidated balance sheets, consolidated statements of cash flows or consolidated statements of stockholders’ deficit for any periods impacted. The Company has revised the previously issued condensed consolidated balance sheets, condensed consolidated statements of operations and comprehensive loss, condensed consolidated statements of cash flows and condensed consolidated statements of redeemable convertible preferred stock and stockholders’ deficit as of and for the three and six months ended June 30, 2023, and as of and for the three months ended March 31, 2023. All relevant prior period amounts affected by these revisions have been corrected in the notes in this Form 10-Q. The following tables reflect the impact of these revisions on the Company’s unaudited condensed consolidated financial statements as of and for the three and six months ended June 30, 2023 (dollars in thousands, except per share amounts): June 30, 2023 Condensed Consolidated Balance Sheet As Previously Reported Adjustment As Revised Accrued liabilities $ 16,381  $ (2,872) $ 13,509  Total current liabilities 27,003  (2,872) 24,131  Notes payable, net of current portion 66,428  15,872  82,300  Other non-current liabilities 16,824  (12,821) 4,003  Total liabilities 118,789  179  118,968  Additional paid-in capital 564,197  3,597  567,794  Accumulated deficit (550,403) (3,776) (554,179) Total stockholders’ equity 38,789  (179) 38,610  Total liabilities and stockholders’ equity $ 157,578  $ —  $ 157,578  Three Months Ended June 30, 2023 Condensed Consolidated Statements of Operations And Comprehensive Loss As Previously Reported Adjustment As Revised General and administrative $ 6,377  $ 47  $ 6,424  Loss from operations (16,436) (47) (16,483) Other income (expense), net 493  (1,328) (835) Total other expense, net (5,079) (1,328) (6,407) Loss before provision for income taxes (21,515) (1,375) (22,890) Net loss (21,932) (1,375) (23,307) Less: accrual of Series A Preferred Stock paid-in-kind dividends —  (877) (877) Net loss attributable to common stockholders $ (21,932) $ (2,252) $ (24,184) Net loss per share: Basic and diluted $ (0.10) $ (0.01) $ (0.11) Six Months Ended June 30, 2023 Condensed Consolidated Statements of Operations And Comprehensive Loss As Previously Reported Adjustment As Revised General and administrative $ 13,502  $ 211  $ 13,713  Loss from operations (41,474) (211) (41,685) Other income (expense), net 587  (2,225) (1,638) Total other expense, net (6,081) (2,225) (8,306) Loss before provision for income taxes (47,555) (2,436) (49,991) Net loss (48,301) (2,436) (50,737) Less: accrual of Series A Preferred Stock paid-in-kind dividends —  (1,559) (1,559) Net loss attributable to common stockholders $ (48,301) $ (3,995) $ (52,296) Net loss per share: Basic and diluted $ (0.23) $ (0.02) $ (0.25) Three Months Ended June 30, 2023 Condensed Consolidated Statement of Stockholders' Equity (Deficit) As Previously Reported Adjustment As Revised Additional paid-in capital $ 564,197  $ 3,597  $ 567,794  Accumulated deficit (550,403) (3,776) (554,179) Net loss $ (21,932) $ (1,375) $ (23,307) Six Months Ended June 30, 2023 Condensed Consolidated Statements of Cash Flows As Previously Reported Adjustment As Revised Net loss $ (48,301) $ (2,436) $ (50,737) Adjustments to reconcile net loss to net cash used in operating activities: Loss on change in fair value of ELOC program —  1,901  1,901  Changes in operating assets and liabilities Other non-current assets 628  (265) 363  Accrued liabilities 5,045  250  5,295  Net cash used in operating activities (33,651) (550) (34,201) Proceeds from sales of common stock under the ELOC program, net 70,905  550  71,455  Net cash provided by financing activities $ 154,008  $ 550  $ 154,558  Noncash financing activities: Accrued and unpaid debt issuance costs $ 16,461  $ (16,461) $ —  Non-cash debt discount 4,315  (179) 4,136  Issuance of common stock to settle commitment shares related to the ELOC program $ —  $ 915  $ 915  The following tables reflect the impact of these revisions on the Company’s unaudited condensed consolidated financial statements for the three months ended March 31, 2023 (dollars in thousands, except per share amounts): March 31, 2023 Condensed Consolidated Balance Sheet As Previously Reported Adjustment As Revised Other non-current assets $ 2,074  $ (432) $ 1,642  Total assets 72,803  (432) 72,371  Additional paid-in capital 505,889  1,969  507,858  Accumulated deficit (528,471) (2,401) (530,872) Total stockholders’ deficit 2,382  (432) 1,950  Total liabilities and stockholders’ deficit $ 72,803  $ (432) $ 72,371  Three Months Ended March 31, 2023 Condensed Consolidated Statements of Operations And Comprehensive Loss As Previously Reported Adjustment As Revised General and administrative $ 7,125  $ 165  $ 7,290  Loss from operations (25,038) (165) (25,203) Other income (expense), net 94  (896) (802) Total other expense, net (1,002) (896) (1,898) Loss before provision for income taxes (26,040) (1,061) (27,101) Net loss (26,369) (1,061) (27,430) Less: accrual of Series A Preferred Stock paid-in-kind dividends —  (682) (682) Net loss attributable to common stockholders $ (26,369) $ (1,743) $ (28,112) Net loss per share: Basic and diluted $ (0.13) $ (0.01) $ (0.14) Three Months Ended March 31, 2023 Condensed Consolidated Statement of Stockholders' Equity (Deficit) As Previously Reported Adjustment As Revised Additional paid-in capital $ 505,889  $ 1,969  $ 507,858  Accumulated deficit (528,471) (2,401) (530,872) Net loss $ (26,369) $ (1,061) $ (27,430) Three Months Ended March 31, 2023 Condensed Consolidated Statements of Cash Flows As Previously Reported Adjustment As Revised Net loss $ (26,369) $ (1,061) $ (27,430) Adjustments to reconcile net loss to net cash used in operating activities: Loss on change in fair value of ELOC program —  571  571  Changes in operating assets and liabilities Other non-current assets 19  167  186  Accrued liabilities 4,306  250  4,556  Net cash used in operating activities (14,467) (73) (14,540) Payment of financing costs associated with ELOC program —  (250) (250) Proceeds from sales of common stock under the ELOC program, net 28,360  323  28,683  Net cash provided by financing activities $ 51,568  $ 73  $ 51,641  Noncash financing activities: Issuance of common stock to settle commitment shares related to the ELOC program $ —  $ 915  $ 915

v3.24.1.1.u2

SUBSEQUENT EVENT	3 Months Ended
	Mar. 31, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENT	. SUBSEQUENT EVENTS Equity Distribution Agreement On April 9, 2024, the Company entered into an Equity Distribution Agreement (the “Equity Distribution Agreement”) with Citigroup Global Markets Inc., Barclays Capital Inc., Wedbush Securities Inc., Northland Securities, Inc. and Ladenburg Thalmann & Co. Inc. (each, a “Manager,” and, collectively, the “Managers”) with respect to an at-the-market equity program under which the Company may offer and sell aggregate gross sale proceeds up to $150,000,000 of shares of its Class A Common Stock from time to time through the Managers (the “ATM Offering”). Sales of Class A Common Stock, if any, under the Equity Distribution Agreement will be made at market prices by any method that is deemed to be an “at the market offering” as defined in Rule 415 under the Securities Act. The Managers will be entitled to commission at a fixed rate of 2.5% of the gross sales price per share for their services in acting as agent in the sale of the Company's Class A Common Stock. The Company will reimburse the Managers for certain specified expenses in connection with the execution of the Equity Distribution Agreement. During April 2024, the Company sold 7,239,282 shares of our common stock under the Equity Distribution Agreement at an average price of $4.17 per share for $30.2 million of gross proceeds. The commissions and offering costs borne by the Company were approximately $0.8 million. Following this issuance, the Company has a remaining capacity to sell up to an additional $119.8 million of the Company's common stock under the Equity Distribution Agreement.

v3.24.1.1.u2

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended			6 Months Ended
	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2023
Pay vs Performance Disclosure
Net loss	$ (33,009)	$ (23,307)	$ (27,430)	$ (50,737)

v3.24.1.1.u2

Insider Trading Arrangements	3 Months Ended
	Mar. 31, 2024 shares
Trading Arrangements, by Individual
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Dr. Keyvan Mohajer [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement	Dr. Keyvan Mohajer, Chief Executive Officer and Director, adopted a new trading plan on March 20, 2024 (with the first trade under the new plan not to be made prior to June 19, 2024). The trading plan will be effective until November 30, 2024 and provides for the sale of up to 2,400,000 shares of Dr. Mohajer’s 14,139,064 shares of Class B common stock, up to 833,435 shares of Class A common stock issuable upon exercise of outstanding options, and up to 467,500 shares of Class A common stock issuable upon vesting and settlement of certain RSUs and PSUs, provided that certain conditions are met.
Name	•Dr. Keyvan Mohajer
Title	Chief Executive Officer and Director
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	March 20, 2024
James M. Hom [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement	James M. Hom, Chief Product Officer and Director, adopted a new trading plan on March 19, 2024 (with the first trade under the new plan not to be made prior to June 18, 2024). The trading plan will be effective until September 15, 2024 and provides for the sale of up to 200,000 shares of Mr. Hom’s 2,012,588 shares of Class B common stock and up to 97,706 shares of Class A common stock issuable upon vesting and settlement of certain RSUs and PSUs, provided that certain conditions are met
Name	•James M. Hom
Title	Chief Product Officer and Director
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	March 19, 2024
Michael Zagorsek [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement	Michael Zagorsek, Chief Operating Officer, adopted a new trading plan on March 19, 2024 (with the first trade under the new plan not to be made prior to June 18, 2024). The trading plan will be effective until January 31, 2026 and provides for the sale of up to 416,719 shares of Class A common stock issuable upon vesting and exercise of certain stock options, provided that certain conditions are met.
Name	•Michael Zagorsek
Title	Chief Operating Officer
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	March 19, 2024
Arrangement Duration	592 days
Aggregate Available	416,719
Timothy Stonehocker [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement	Timothy Stonehocker, Chief Technology Officer, adopted a new trading plan on March 6, 2024 (with the first trade under the new plan not to be made prior to June 5, 2024). The trading plan will be effective until August 12, 2024 and provides for the sale of up to 416,000 shares of Class A common stock, provided that certain conditions are met
Name	•Timothy Stonehocker
Title	Chief Technology Officer
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	March 6, 2024
Arrangement Duration	68 days
Aggregate Available	416,000
Dr. Keyvan Mohajer Class B Common Stock Trading Arrangement [Member] | Dr. Keyvan Mohajer [Member]
Trading Arrangements, by Individual
Arrangement Duration	164 days
Aggregate Available	2,400,000
Dr. Keyvan Mohajer Class A Common Stock Upon Exercising Options Trading Arrangement [Member] | Dr. Keyvan Mohajer [Member]
Trading Arrangements, by Individual
Arrangement Duration	164 days
Aggregate Available	833,435
Dr. Keyvan Mohajer Class A Common Stock Upon Vesting and Settlement of RSUs and PSUs Trading Arrangement [Member] | Dr. Keyvan Mohajer [Member]
Trading Arrangements, by Individual
Arrangement Duration	164 days
Aggregate Available	467,500
James M. Hom Class B Common Stock Trading Arrangement [Member] | James M. Hom [Member]
Trading Arrangements, by Individual
Arrangement Duration	89 days
Aggregate Available	200,000
James M. Hom Class A Common Stock Upon Vesting and Settlement of RSUs and PSUs Trading Arrangement [Member] | James M. Hom [Member]
Trading Arrangements, by Individual
Arrangement Duration	89 days
Aggregate Available	97,706

v3.24.1.1.u2

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Basis of Presentation and Significant Accounting Policies	Basis of Presentation The (a) condensed consolidated balance sheet as of December 31, 2023, which has been derived from audited financial statements as filed in the Company’s Form 10-K, which was originally filed with the Securities and Exchange Commission ("SEC") on March 1, 2024 and (b) the unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and applicable rules and regulations of the SEC regarding annual financial reporting. Any reference in these notes to applicable accounting guidance is meant to refer to the authoritative U.S. GAAP included in the Accounting Standards Codification (“ASC”), and Accounting Standards Update (“ASU”) issued by the Financial Accounting Standards Board (“FASB”). The condensed consolidated financial statements have been prepared on a basis consistent with the audited consolidated financial statements and in the opinion of management, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair statement of its financial position have been included. The results of operations for the three months ended March 31, 2024 are not necessarily indicative of the results for the fiscal year ending December 31, 2024 or any future interim period. Certain information and note disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading.
Reclassification	Reclassification Certain accounts in the prior year condensed consolidated financial statements were reclassified to conform with the current year presentation. The reclassification had an immaterial impact on our consolidated balance sheet in the prior year period.
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the amounts reported and disclosures in the consolidated financial statements and accompanying notes. Such estimates include revenue recognition, allowance for credit losses, accrued liabilities, derivative and warrant liabilities, calculation of the incremental borrowing rate, financial instruments recorded at fair value on a recurring basis, the accounting for business combinations and allocating purchase price, valuation and estimating the useful life of identifiable intangible assets, probability of achievement of revenue estimates related to contingent earnout consideration and performance-based equity awards, valuation of deferred tax assets and uncertain tax positions and the fair value of common stock and other assumptions used to measure stock-based compensation expense. The Company bases its estimates on historical experience, the current economic environment, and on assumptions it believes are reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in those estimates resulting from changes in the economic environment will be reflected in the financial statements in future periods. Actual results could differ materially from those estimates.
Segment Information	Segment Information The Company has determined that the Chief Executive Officer is its chief operating decision maker. The Company’s Chief Executive Officer reviews discrete financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance. Accordingly, the Company has determined that it operates as a single reportable segment.
Concentrations of Credit Risk and Other Risks and Uncertainties	Concentrations of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents, the balances of which frequently exceed federally insured limits. The Company regularly monitors its credit risk exposure and takes steps to mitigate the likelihood of these exposures resulting in actual loss.
Business Combinations and Contingent Consideration	Business Combinations and Contingent Consideration Business combinations are accounted for using the acquisition method. The Company allocates the fair value of the purchase price of an acquisition to the assets acquired and liabilities assumed, based on their estimated fair values as of the date of acquisition. The excess of the fair value of the purchase price over the fair values of these net tangible and intangible assets acquired is recorded as goodwill. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but the estimates and assumptions are inherently uncertain and subject to refinement. The estimates and assumptions used in valuing intangible assets include, but are not limited to, the amount and timing of projected future cash flows, discount rate used to determine the present value of these cash flows and asset lives. These estimates are inherently uncertain and, therefore, actual results may differ from the estimates made. As a result, during the measurement period of up to one year from the acquisition date, the Company may make adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the measurement period's conclusion or final determination of the fair value of the purchase price of an acquisition, whichever comes first, any subsequent adjustments are recorded to our condensed consolidated statements of operations. Acquisition-related expenses are recognized separately from the business combination and expensed as incurred. Certain business combinations include contingent consideration arrangements, which are generally based on achievement of future financial performance or future events. If it is determined the contingent consideration arrangement is not compensatory, the Company estimates fair value of contingent consideration payments as part of the initial purchase price and records the estimated fair value of contingent consideration as a liability in the condensed consolidated balance sheet. The Company reviews and assesses the estimated fair value of contingent consideration each reporting period, and the updated fair value could differ materially from the initial estimates. Adjustments to estimated fair value related to changes in fair value are reported as change in fair value of contingent acquisition liabilities in our condensed consolidated statements of operations.
Goodwill	Goodwill Goodwill represents the excess of the purchase price in a business combination over the fair value of net assets acquired. Goodwill is not amortized but tested annually for impairment or when indicators of impairment are present. The test for goodwill impairment involves a qualitative assessment of impairment indicators. If indicators are present, a quantitative test of impairment is performed. Goodwill impairment, if any, is determined by comparing the reporting unit’s fair value to its carrying value. An impairment loss is recognized in an amount equal to the excess of the reporting unit’s carrying value over its fair value, up to the amount of goodwill allocated to the reporting unit. The Company's policy is to review goodwill for impairment annually on October 1st unless a triggering event requires an analysis sooner.
Intangible Assets with Definite Lives	Intangible Assets with Definite Lives The Company's intangible assets consist principally of developed technology, customer relationships, tradename, and conversation data. The Company assesses the appropriate method of amortization of the intangible assets that reflects the pattern in which the economic benefits of the intangible assets are consumed. The Company determined that a straight-line method of amortization was appropriate for its intangible assets. The remaining useful lives of long-lived assets are re-assessed periodically at the asset group level for any events and circumstances that may change the future cash flows expected to be generated from the long-lived asset or asset group. Intangible assets with definite lives are tested for impairment whenever events or changes in circumstances indicate the carrying value of a specific asset or asset group may not be recoverable. We assess the recoverability of intangible assets with definite lives at the asset group level. Asset groups are determined based upon the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. For the purpose of the recoverability test, we compare the total undiscounted future cash flows from the use and disposition of the assets with its net carrying amount. When the carrying value of the asset group exceeds the undiscounted future cash flows, the asset group is deemed to be impaired. The amount of the impairment loss represents the excess of the asset or asset group’s carrying value over its estimated fair value, which is generally determined based upon the present value of estimated future pre-tax cash flows that a market participant would expect from use and disposition of the long-lived asset or asset group. There were no intangible asset impairments in any of the periods presented.
Recent Accounting Pronouncements - Not Yet Adopted	Recent Accounting Pronouncements — Not Yet Adopted In November 2023, the FASB issued ASU 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures," which expands disclosures about a public business entity's reportable segments and provides for more detailed information about a reportable segment's expenses. This guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and requires retrospective application to all prior periods presented in the financial statements. Early adoption is permitted. Preliminarily, the Company will have increased disclosure requirements for its single reportable segment related to its significant segment expenses as well as additional information on its Chief Operating Decision Maker (“CODM”) and its use of reported measures. The Company will continue to evaluate this ASU to determine its impact on disclosures. In December 2023, the Financial Accounting Standards Board issued Accounting Standards Update No. 2023-09, which requires more detailed income tax disclosures. The guidance requires entities to disclose disaggregated information about their effective tax rate reconciliation as well as expanded information on income taxes paid by jurisdiction. The disclosure requirements will be applied on a prospective basis, with the option to apply them retrospectively. The standard is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact that the updated standard will have on the financial statement disclosures.

v3.24.1.1.u2

BUSINESS COMBINATION (Tables)	3 Months Ended
	Mar. 31, 2024
Business Combination and Asset Acquisition [Abstract]
Schedule of Purchase Price Allocation	The preliminary purchase price allocation was performed as of January 3, 2024 and allocated to the assets acquired and liabilities assumed based on their respective fair values, as follows (in thousands): Cash paid $ 3,910  Equity consideration 9,687  Deferred cash consideration 143  Deferred equity consideration 608  Contingent earnout consideration 1,676  Contingent holdback consideration 981  Purchase price 17,005  Assets acquired: Cash 221  Accounts receivable 1,500  Prepaid expenses 72  Intangible assets 12,705  Total identified assets acquired 14,498  Liabilities assumed: Accounts payable 440  Accrued liabilities 1,677  Deferred revenue 104  Other non-current liabilities 750  Deferred tax liability 282  Total liabilities assumed 3,253  Fair value of identifiable net assets acquired $ 11,245  Goodwill acquired on acquisition $ 5,760
Schedule of Acquired Finite-Lived Intangible Assets	The following table summarizes the preliminary fair values of the identifiable intangible assets acquired (in thousands): Useful life Preliminary fair value Intangible Assets: (in years)  at acquisition  Developed technology 3.0 $ 5,210   Customer relationships 4.0 4,800   Tradename 2.0 1,410   Conversation data 2.5 1,285  $ 12,705
Business Acquisition, Pro Forma Information	The following table includes unaudited pro forma financial information that presents combined results of the Company as if the business combination was completed on January 1, 2023, the beginning of the comparable prior annual reporting period. Unaudited Three Months Ended March 31, 2023 Revenue $ 10,805  Net loss attributable to SoundHound AI, Inc. $ (35,247)

v3.24.1.1.u2

REVENUE RECOGNITION (Tables)	3 Months Ended
	Mar. 31, 2024
Revenue from Contract with Customer [Abstract]
Schedule of Disaggregate Revenue	For the three months ended March 31, 2024 and 2023, revenue under each performance obligation was as follows (in thousands): Three Months Ended March 31, 2024 2023 Hosted services $ 8,907  $ 4,745  Professional services 1,472  1,643  Licensing 1,093  179  Monetization 122  140  Total $ 11,594  $ 6,707  For the three months ended March 31, 2024 and 2023, the disaggregated revenue by geographic location was as follows* (in thousands): Three Months Ended March 31, 2024 2023 United States $ 3,734  $ 786  Korea 3,398  2,259  France 2,566  730  Other 973  207  Japan 923  937  Germany —  1,788  Total $ 11,594  $ 6,707  *Revenue by geographic region is allocated to individual countries based on the billing location of the customer. The end customer location may be different than the customer's billing location. For the three months ended March 31, 2024 and 2023, the disaggregated revenue by recognition pattern was as follows (in thousands): Three Months Ended March 31, 2024 2023 Over time revenue $ 10,380  $ 5,505  Point-in-time 1,214  1,202  Total $ 11,594  $ 6,707  For the three months ended March 31, 2024 and 2023, the disaggregated revenue by service type was as follows (in thousands): Three Months Ended March 31, 2024 2023 Product royalties $ 7,889  $ 6,176  Service subscriptions 3,583  391  Monetization 122  140  Total $ 11,594  $ 6,707
Contract with Customer, Contract Asset, Contract Liability, and Receivable	The contract asset and unbilled accounts receivable, net as of March 31, 2024 and December 31, 2023 consists of the following (in thousands): Balance Sheet Presentation March 31, 2024 December 31, 2023 Unbilled account receivables - current Contract assets and unbilled receivables, net of allowance for credit losses $ 7,068  $ 5,138  Contract assets - current Contract assets and unbilled receivables, net of allowance for credit losses 5,036  6,642  Unbilled account receivables - non-current Contract assets and unbilled receivables, non-current, net of allowance for credit losses 1,251  —  Contract assets - non-current Contract assets and unbilled receivables, non-current, net of allowance for credit losses 13,855  16,492

v3.24.1.1.u2

GOODWILL AND INTANGIBLE ASSETS (Tables)	3 Months Ended
	Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Goodwill	The change in the carrying value of goodwill for the three months ended March 31, 2024, was as follows (in thousands): Balance as of December 31, 2023 $ —  Acquisition of SYNQ3 5,760  Balance as of March 31, 2024 $ 5,760
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense	Future amortization expense of intangible assets held as of March 31, 2024, are as follows (in thousands): Year ending December 31, 2024 $ 3,030  2025 4,156  2026 3,194  2027 1,200  Total $ 11,580
Schedule of Finite-Lived Intangible Assets	The gross carrying value, accumulated amortization and net carrying value of intangible assets consisted of the following (in thousands): March 31, 2024  Gross Carrying Value  Accumulated Amortization  Net Carrying Value Developed technology $ 5,210  $ 520  $ 4,690  Customer relationships 4,800  300  4,500  Tradename 1,410  176  1,234  Conversation data 1,285  129  1,156  Total $ 12,705  $ 1,125  $ 11,580

v3.24.1.1.u2

ACCRUED LIABILITIES (Tables)	3 Months Ended
	Mar. 31, 2024
Other Liabilities Disclosure [Abstract]
Schedule of Accrued Liabilities	Accrued liabilities consisted of the following (in thousands): March 31, 2024 December 31, 2023 Accrued compensation expenses $ 8,141  $ 6,961  Accrued vendor payables 3,158  3,792  Accrued lender fees 3,501  2,603  Other accrued liabilities 541  528  $ 15,341  $ 13,884

v3.24.1.1.u2

COMMITMENTS AND CONTINGENCIES (Tables)	3 Months Ended
	Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Schedule of Aggregate Noncancelable Future Minimum Payments	Aggregate non-cancelable future minimum payments were as follows as of March 31, 2024 (in thousands): Remainder of 2024 $ 8,250  2025 14,000  2026 16,000  2027 24,000  2028 24,000  Total $ 86,250

v3.24.1.1.u2

NOTE PAYABLE (Tables)	3 Months Ended
	Mar. 31, 2024
Debt Disclosure [Abstract]
Schedule of Aggregate Maturities of Debt	The aggregate long-term debt maturities were as follows as of March 31, 2024 (in thousands): Remainder of 2024 —  2025 —  2026 —  2027 100,000  Total 100,000  Less: unamortized discount (14,457) Long-term portion of debt $ 85,543
Schedule of Convertible Notes, Debt Balances	The following table summarizes the Company’s debt balances as of March 31, 2024 and December 31, 2023 (in thousands): March 31, 2024 December 31, 2023 Term Loan $ 100,000  $ 100,000  Current portion of debt —  —  Unamortized discount and debt issuance costs (14,457) (15,688) Carrying value of long-term debt $ 85,543  $ 84,312

v3.24.1.1.u2

STOCK INCENTIVE PLANS (Tables)	3 Months Ended
	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
Schedule of Operations and Comprehensive Loss	Stock-based compensation is classified in the following expense accounts on the condensed consolidated statements of operations and comprehensive loss for the period ended March 31, 2024, and 2023 (in thousands): Three Months Ended March 31, 2024 2023 Cost of revenues $ 152  $ 115  Sales and marketing 975  1,282  Research and development 3,548  2,500  General and administrative 2,304  2,099  Restructuring costs —  $ 2,253  Total $ 6,979  $ 8,249

v3.24.1.1.u2

OTHER INCOME (EXPENSE), NET (Tables)	3 Months Ended
	Mar. 31, 2024
Other Income and Expenses [Abstract]
Schedule of Other Income (Expense), Net	Other income (expense), net on the condensed consolidated statements of operations is comprised of the following for the three months ended March 31, 2024 and 2023 (in thousands): Three Months Ended March 31, 2024 2023 Other income (expense), net Interest income $ 1,815  $ 157  Loss on change in fair value of ELOC program —  (571) ELOC commitment fees and reimbursement cost to Counterparty —  (325) Other income (expense), net (336) (63) Total other income (expense), net $ 1,479  $ (802)

v3.24.1.1.u2

NET LOSS PER SHARE (Tables)	3 Months Ended
	Mar. 31, 2024
Earnings Per Share [Abstract]
Schedule of Calculation of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders	The following table presents the calculation of basic and diluted net loss per share attributable to common stockholders for the three months ended March 31, 2024 and 2023: Three Months Ended March 31, 2024 2023 Numerator: Net loss $ (33,009) $ (27,430) Cumulative dividends attributable to Series A Preferred Stock (343) (682) Net loss attributable to SoundHound common shareholders (in thousands) $ (33,352) $ (28,112) Denominator: Weighted average shares outstanding – basic and dilutive 286,596,559 205,082,328 Basic and diluted net loss per share $ (0.12) $ (0.14)
Schedule of Outstanding Shares of Potentially Dilutive Securities	The following table summarizes the outstanding shares of potentially dilutive securities that were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive for the three months ended March 31, 2024 and 2023: As of March 31, 2024 2023 Stock-based awards 30,614,247 34,735,981 Series A Preferred Stock 2,480,589 25,050,330 Common stock warrants 3,665,996 3,665,996 Unvested restricted share awards 2,033,156 — Contingently issuable shares 1,906,746 — Total 40,700,734 63,452,307

v3.24.1.1.u2

INCOME TAXES (Tables)	3 Months Ended
	Mar. 31, 2024
Income Tax Disclosure [Abstract]
Schedule of Tax Expense and the Effective Tax Rate	The tax expense and the effective tax rate were as follows (in thousands): Three Months Ended March 31, 2024 2023 Loss before income taxes $ (32,714) $ (27,101) Income tax expense 295  329  Effective tax rate (0.90) % (1.21) %

v3.24.1.1.u2

FAIR VALUE MEASUREMENTS (Tables)	3 Months Ended
	Mar. 31, 2024
Fair Value Disclosures [Abstract]
Schedule of Financial Instruments Measured at Fair Value	The following table presents the fair value of the Company's financial instruments that are measured or disclosed at fair value on a recurring basis (in thousands):  March 31, 2024 Level 1 Level 2 Level 3 Assets: Cash equivalents Treasury bills $ 36,349  $ —  $ —  Money market funds 172,099  $ —  $ —  Total assets $ 208,448  $ —  $ —  Liabilities: Contingent acquisition liabilities Contingent holdback consideration $ —  $ —  $ 2,551  Contingent earnout consideration —  $ —  $ 4,268  Total liabilities $ —  $ —  $ 6,819  December 31, 2023 Level 1 Level 2 Level 3 Assets: Cash equivalents: Treasury bills $ 35,961  $ —  $ —  Money market funds 54,542  —  —  Total assets $ 90,503  $ —  $ —
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation	The reconciliation of the Company's Contingent Holdback Consideration measured at fair value on a recurring basis using unobservable inputs (Level 3) is as follows: Balance as of December 31, 2023 $ —  Acquisition of SYNQ3 981  Change in the fair value of liability 1,570  Balance as of March 31, 2024 $ 2,551  The reconciliation of the Company's Earnout Consideration measured at fair value on a recurring basis using unobservable inputs (Level 3) is as follows: Balance as of December 31, 2023 $ —  Acquisition of SYNQ3 1,676  Change in the fair value of liability 2,592  Balance as of March 31, 2024 $ 4,268
Fair Value Measurement Technique	The fair value of the Contingent Holdback Consideration has been estimated as of the Closing Date and the three month period ended March 31, 2024, under the following assumptions: January 3, 2024 March 31, 2024 Risk-free interest rate 4.6  % 4.8  % Holdback period 1.25 years 1.0 year The fair value of the Contingent Earnout Consideration has been estimated as of the Closing Date and the three month period ended March 31, 2024, with the following assumptions for the unobservable inputs: January 3, 2024 March 31, 2024 Discount rate 12.6  % 12.4  % Expected stock price volatility 115.3  % 128.7  % Risk-free interest rate 4.2  % 4.5  % Expected dividend yield 0.0  % 0.0  % Expected life 0.5 - 2.5 years 0.4 - 2.3 years

v3.24.1.1.u2

REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS (Tables)	3 Months Ended
	Mar. 31, 2024
Accounting Changes and Error Corrections [Abstract]
Schedule of Impacts of Revision on Company's Previously Issued Condensed Consolidated Financial Statements	The following tables reflect the impact of these revisions on the Company’s unaudited condensed consolidated financial statements as of and for the three and six months ended June 30, 2023 (dollars in thousands, except per share amounts): June 30, 2023 Condensed Consolidated Balance Sheet As Previously Reported Adjustment As Revised Accrued liabilities $ 16,381  $ (2,872) $ 13,509  Total current liabilities 27,003  (2,872) 24,131  Notes payable, net of current portion 66,428  15,872  82,300  Other non-current liabilities 16,824  (12,821) 4,003  Total liabilities 118,789  179  118,968  Additional paid-in capital 564,197  3,597  567,794  Accumulated deficit (550,403) (3,776) (554,179) Total stockholders’ equity 38,789  (179) 38,610  Total liabilities and stockholders’ equity $ 157,578  $ —  $ 157,578  Three Months Ended June 30, 2023 Condensed Consolidated Statements of Operations And Comprehensive Loss As Previously Reported Adjustment As Revised General and administrative $ 6,377  $ 47  $ 6,424  Loss from operations (16,436) (47) (16,483) Other income (expense), net 493  (1,328) (835) Total other expense, net (5,079) (1,328) (6,407) Loss before provision for income taxes (21,515) (1,375) (22,890) Net loss (21,932) (1,375) (23,307) Less: accrual of Series A Preferred Stock paid-in-kind dividends —  (877) (877) Net loss attributable to common stockholders $ (21,932) $ (2,252) $ (24,184) Net loss per share: Basic and diluted $ (0.10) $ (0.01) $ (0.11) Six Months Ended June 30, 2023 Condensed Consolidated Statements of Operations And Comprehensive Loss As Previously Reported Adjustment As Revised General and administrative $ 13,502  $ 211  $ 13,713  Loss from operations (41,474) (211) (41,685) Other income (expense), net 587  (2,225) (1,638) Total other expense, net (6,081) (2,225) (8,306) Loss before provision for income taxes (47,555) (2,436) (49,991) Net loss (48,301) (2,436) (50,737) Less: accrual of Series A Preferred Stock paid-in-kind dividends —  (1,559) (1,559) Net loss attributable to common stockholders $ (48,301) $ (3,995) $ (52,296) Net loss per share: Basic and diluted $ (0.23) $ (0.02) $ (0.25) Three Months Ended June 30, 2023 Condensed Consolidated Statement of Stockholders' Equity (Deficit) As Previously Reported Adjustment As Revised Additional paid-in capital $ 564,197  $ 3,597  $ 567,794  Accumulated deficit (550,403) (3,776) (554,179) Net loss $ (21,932) $ (1,375) $ (23,307) Six Months Ended June 30, 2023 Condensed Consolidated Statements of Cash Flows As Previously Reported Adjustment As Revised Net loss $ (48,301) $ (2,436) $ (50,737) Adjustments to reconcile net loss to net cash used in operating activities: Loss on change in fair value of ELOC program —  1,901  1,901  Changes in operating assets and liabilities Other non-current assets 628  (265) 363  Accrued liabilities 5,045  250  5,295  Net cash used in operating activities (33,651) (550) (34,201) Proceeds from sales of common stock under the ELOC program, net 70,905  550  71,455  Net cash provided by financing activities $ 154,008  $ 550  $ 154,558  Noncash financing activities: Accrued and unpaid debt issuance costs $ 16,461  $ (16,461) $ —  Non-cash debt discount 4,315  (179) 4,136  Issuance of common stock to settle commitment shares related to the ELOC program $ —  $ 915  $ 915  The following tables reflect the impact of these revisions on the Company’s unaudited condensed consolidated financial statements for the three months ended March 31, 2023 (dollars in thousands, except per share amounts): March 31, 2023 Condensed Consolidated Balance Sheet As Previously Reported Adjustment As Revised Other non-current assets $ 2,074  $ (432) $ 1,642  Total assets 72,803  (432) 72,371  Additional paid-in capital 505,889  1,969  507,858  Accumulated deficit (528,471) (2,401) (530,872) Total stockholders’ deficit 2,382  (432) 1,950  Total liabilities and stockholders’ deficit $ 72,803  $ (432) $ 72,371  Three Months Ended March 31, 2023 Condensed Consolidated Statements of Operations And Comprehensive Loss As Previously Reported Adjustment As Revised General and administrative $ 7,125  $ 165  $ 7,290  Loss from operations (25,038) (165) (25,203) Other income (expense), net 94  (896) (802) Total other expense, net (1,002) (896) (1,898) Loss before provision for income taxes (26,040) (1,061) (27,101) Net loss (26,369) (1,061) (27,430) Less: accrual of Series A Preferred Stock paid-in-kind dividends —  (682) (682) Net loss attributable to common stockholders $ (26,369) $ (1,743) $ (28,112) Net loss per share: Basic and diluted $ (0.13) $ (0.01) $ (0.14) Three Months Ended March 31, 2023 Condensed Consolidated Statement of Stockholders' Equity (Deficit) As Previously Reported Adjustment As Revised Additional paid-in capital $ 505,889  $ 1,969  $ 507,858  Accumulated deficit (528,471) (2,401) (530,872) Net loss $ (26,369) $ (1,061) $ (27,430) Three Months Ended March 31, 2023 Condensed Consolidated Statements of Cash Flows As Previously Reported Adjustment As Revised Net loss $ (26,369) $ (1,061) $ (27,430) Adjustments to reconcile net loss to net cash used in operating activities: Loss on change in fair value of ELOC program —  571  571  Changes in operating assets and liabilities Other non-current assets 19  167  186  Accrued liabilities 4,306  250  4,556  Net cash used in operating activities (14,467) (73) (14,540) Payment of financing costs associated with ELOC program —  (250) (250) Proceeds from sales of common stock under the ELOC program, net 28,360  323  28,683  Net cash provided by financing activities $ 51,568  $ 73  $ 51,641  Noncash financing activities: Issuance of common stock to settle commitment shares related to the ELOC program $ —  $ 915  $ 915

v3.24.1.1.u2

ORGANIZATION (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended			6 Months Ended
	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2023	Dec. 31, 2023	Apr. 26, 2022
Organization (Details) [Line Items]
Net loss	$ 33,009	$ 23,307	$ 27,430	$ 50,737
Accumulated deficit	625,388	$ 554,179	530,872	$ 554,179	$ 592,379
Total cash and cash equivalents on hand	$ 211,744		$ 46,331		$ 95,260
Class A Common Stock
Organization (Details) [Line Items]
Common stock, par value (in dollars per share)	$ 0.0001				$ 0.0001	$ 0.0001
Class B Common Stock
Organization (Details) [Line Items]
Common stock, par value (in dollars per share)	$ 0.0001				$ 0.0001	$ 0.0001

v3.24.1.1.u2

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Summary of Significant Accounting Policies (Details)
Goodwill impairment	$ 0
Customer B | Accounts Receivable | Customer Concentration Risk
Summary of Significant Accounting Policies (Details)
Concentration (percent)	14.00%
Customer B | Revenue | Customer Concentration Risk
Summary of Significant Accounting Policies (Details)
Concentration (percent)		27.00%
Customer B | Unbilled Receivables | Customer Concentration Risk
Summary of Significant Accounting Policies (Details)
Concentration (percent)			16.00%
Customer D | Accounts Receivable | Customer Concentration Risk
Summary of Significant Accounting Policies (Details)
Concentration (percent)			15.00%
Customer E | Revenue | Customer Concentration Risk
Summary of Significant Accounting Policies (Details)
Concentration (percent)		14.00%
Customer A | Accounts Receivable | Customer Concentration Risk
Summary of Significant Accounting Policies (Details)
Concentration (percent)	16.00%		40.00%
Customer A | Revenue | Customer Concentration Risk
Summary of Significant Accounting Policies (Details)
Concentration (percent)	26.00%	25.00%
Customer A | Unbilled Receivables | Customer Concentration Risk
Summary of Significant Accounting Policies (Details)
Concentration (percent)	31.00%		59.00%
Customer C | Accounts Receivable | Customer Concentration Risk
Summary of Significant Accounting Policies (Details)
Concentration (percent)	17.00%		32.00%
Customer C | Revenue | Customer Concentration Risk
Summary of Significant Accounting Policies (Details)
Concentration (percent)	22.00%	11.00%
Customer C | Unbilled Receivables | Customer Concentration Risk
Summary of Significant Accounting Policies (Details)
Concentration (percent)	23.00%		11.00%
Customer F | Unbilled Receivables | Customer Concentration Risk
Summary of Significant Accounting Policies (Details)
Concentration (percent)	32.00%

v3.24.1.1.u2

BUSINESS COMBINATION - Narratives (Details) - USD ($) $ in Thousands		3 Months Ended
	Jan. 03, 2024	Mar. 31, 2024	Mar. 31, 2024	Mar. 31, 2023
Business Combination Segment Allocation [Line Items]
Change in fair value of contingent acquisition liabilities			$ 4,162	$ 0
Vested Restricted Stock
Business Combination Segment Allocation [Line Items]
Equity instruments granted (in shares)	2,033,156
Restricted Stock Units (RSUs)
Business Combination Segment Allocation [Line Items]
Equity instruments granted (in shares)			3,785,178
Class A Common Stock | Unvested Restricted Stock | Executive Officer
Business Combination Segment Allocation [Line Items]
Equity instruments granted (in shares)	2,033,156
Synq3, Inc
Business Combination Segment Allocation [Line Items]
Purchase price	$ 17,005
Cash paid	$ 3,910
Equity consideration (in shares)	5,755,910
Equity consideration	$ 9,687
Deferred consideration liability	$ 143
Acquisition costs			$ 200
Revenue contributed		$ 3,000
Net loss contributed		1,600
Synq3, Inc | Restricted Stock Units (RSUs)
Business Combination Segment Allocation [Line Items]
Equity instruments granted (in shares)	1,434,978
Synq3, Inc | Settled In Cash
Business Combination Segment Allocation [Line Items]
Equity consideration	$ 500
Deferred consideration liability	100
Contingent consideration	$ 200
Synq3, Inc | Settled In Shares
Business Combination Segment Allocation [Line Items]
Equity consideration (in shares)	1,179,514
Deferred consideration liability	$ 600
Synq3, Inc | Contingent holdback consideration
Business Combination Segment Allocation [Line Items]
Contingent consideration	981
Change in fair value of contingent acquisition liabilities		1,600
Synq3, Inc | Contingent earnout consideration
Business Combination Segment Allocation [Line Items]
Contingent consideration	$ 1,676
Change in fair value of contingent acquisition liabilities		$ 2,600
Synq3, Inc | Maximum | Contingent earnout consideration
Business Combination Segment Allocation [Line Items]
Contingent consideration liability (in shares)	1,434,936
Upper range of additional consideration	$ 800
Synq3, Inc | Common Stock
Business Combination Segment Allocation [Line Items]
Indemnification period	15 months
Synq3, Inc | Vested Restricted Stock
Business Combination Segment Allocation [Line Items]
Equity consideration (in shares)	2,033,156
Synq3, Inc | Class A Common Stock | Settled In Shares
Business Combination Segment Allocation [Line Items]
Equity consideration (in shares)	361,145

v3.24.1.1.u2

BUSINESS COMBINATION - Schedule of Purchase Price (Details) - USD ($) $ in Thousands	Jan. 03, 2024	Mar. 31, 2024	Dec. 31, 2023
Business Combination, Separately Recognized Transactions [Line Items]
Goodwill acquired on acquisition		$ 5,760	$ 0
Synq3, Inc
Business Combination, Separately Recognized Transactions [Line Items]
Cash paid	$ 3,910
Equity consideration	9,687
Deferred cash consideration	143
Deferred equity consideration	608
Purchase price	17,005
Cash	221
Accounts receivable	1,500
Prepaid expenses	72
Intangible assets	12,705
Total identified assets acquired	14,498
Accounts payable	440
Accrued liabilities	1,677
Deferred revenue	104
Other non-current liabilities	750
Deferred tax liability	282
Total liabilities assumed	3,253
Fair value of identifiable net assets acquired	11,245
Goodwill acquired on acquisition	5,760
Synq3, Inc | Contingent earnout consideration
Business Combination, Separately Recognized Transactions [Line Items]
Contingent acquisition liabilities	1,676
Synq3, Inc | Contingent holdback consideration
Business Combination, Separately Recognized Transactions [Line Items]
Contingent acquisition liabilities	$ 981

v3.24.1.1.u2

BUSINESS COMBINATION - Schedule of Preliminary Fair Values (Details) - Synq3, Inc $ in Thousands	Jan. 03, 2024 USD ($)
Business Combination, Separately Recognized Transactions [Line Items]
Intangible assets	$ 12,705
Developed technology
Business Combination, Separately Recognized Transactions [Line Items]
Useful life	3 years
Intangible assets	$ 5,210
Customer relationships
Business Combination, Separately Recognized Transactions [Line Items]
Useful life	4 years
Intangible assets	$ 4,800
Tradename
Business Combination, Separately Recognized Transactions [Line Items]
Useful life	2 years
Intangible assets	$ 1,410
Conversation data
Business Combination, Separately Recognized Transactions [Line Items]
Useful life	2 years 6 months
Intangible assets	$ 1,285

v3.24.1.1.u2

BUSINESS COMBINATION - Schedule of Proforma (Details) - Synq3, Inc $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Business Combination Segment Allocation [Line Items]
Revenue	$ 10,805
Net loss attributable to SoundHound AI, Inc.	$ (35,247)

v3.24.1.1.u2

REVENUE RECOGNITION - Narratives (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023	Jan. 01, 2023
Disaggregation of Revenue
Contract terms of hosted services range	Hosted services, along with non-distinct customization, integration, maintenance and support professional services, allow customers to access the Houndify platform over the contract period without taking possession of the software.
Revenues	$ 11,594	$ 6,707
Deferred revenue recognized	1,900	1,800
Accounts receivable, net	6,849		$ 4,050	$ 3,400
Contract assets - current	5,036		$ 6,642	8,700
Deferred revenue				$ 13,400
Revenue, remaining performance obligation, amount	11,800
Professional services
Disaggregation of Revenue
Revenues	1,472	1,643
Right-to-use licensing revenue
Disaggregation of Revenue
Revenues	1,093	179
Product royalties
Disaggregation of Revenue
Revenues	7,889	6,176
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01
Disaggregation of Revenue
Revenue, remaining performance obligation, amount	$ 6,300
Revenue, remaining performance obligation, expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-04-01
Disaggregation of Revenue
Revenue, remaining performance obligation, amount	$ 3,400
Revenue, remaining performance obligation, expected timing of satisfaction, period	2 years
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-10-01
Disaggregation of Revenue
Revenue, remaining performance obligation, expected timing of satisfaction, period
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-04-01
Disaggregation of Revenue
Revenue, remaining performance obligation, amount	$ 2,100
Revenue, remaining performance obligation, expected timing of satisfaction, period	5 years
Over time revenue
Disaggregation of Revenue
Revenues	$ 10,380	5,505
Over time revenue | Professional services
Disaggregation of Revenue
Revenues	1,500	700
Point-in-time
Disaggregation of Revenue
Revenues	1,214	1,202
Point-in-time | Professional services
Disaggregation of Revenue
Revenues	$ 0	$ 900

v3.24.1.1.u2

REVENUE RECOGNITION - Schedule of revenues under each performance (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Disaggregation of Revenue
Revenues	$ 11,594,000	$ 6,707,000
Hosted services
Disaggregation of Revenue
Revenues	8,907,000	4,745,000
Professional services
Disaggregation of Revenue
Revenues	1,472,000	1,643,000
Licensing [Member]
Disaggregation of Revenue
Revenues	1,093,000	179,000
Monetization
Disaggregation of Revenue
Revenues	$ 122,000	$ 140,000

v3.24.1.1.u2

REVENUE RECOGNITION - Schedule of disaggregates revenue by geographic location (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Disaggregation of Revenue
Revenues	$ 11,594	$ 6,707
United States
Disaggregation of Revenue
Revenues	3,734	786
Korea
Disaggregation of Revenue
Revenues	3,398	2,259
France
Disaggregation of Revenue
Revenues	2,566	730
Other
Disaggregation of Revenue
Revenues	973	207
Japan
Disaggregation of Revenue
Revenues	923	937
Germany
Disaggregation of Revenue
Revenues	$ 0	$ 1,788

v3.24.1.1.u2

REVENUE RECOGNITION - Schedule of revenue recognition pattern (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Disaggregation of Revenue
Total	$ 11,594	$ 6,707
Over time revenue
Disaggregation of Revenue
Total	10,380	5,505
Point-in-time
Disaggregation of Revenue
Total	$ 1,214	$ 1,202

v3.24.1.1.u2

REVENUE RECOGNITION - Schedule of Service (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Disaggregation of Revenue
Total	$ 11,594,000	$ 6,707,000
Product royalties
Disaggregation of Revenue
Total	7,889,000	6,176,000
Service subscriptions
Disaggregation of Revenue
Total	3,583,000	391,000
Monetization
Disaggregation of Revenue
Total	$ 122,000	$ 140,000

v3.24.1.1.u2

REVENUE RECOGNITION - Schedule of Contract Balance (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023	Jan. 01, 2023
Revenue from Contract with Customer [Abstract]
Unbilled account receivables - current	$ 7,068	$ 5,138
Contract assets - current	5,036	6,642	$ 8,700
Unbilled account receivables - non-current	1,251	0
Contract assets - non-current	$ 13,855	$ 16,492

v3.24.1.1.u2

GOODWILL AND INTANGIBLE ASSETS - Goodwill (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($)
Goodwill [Roll Forward]
Goodwill, Beginning Balance	$ 0
Acquisition of SYNQ3	5,760
Goodwill, Ending Balance	$ 5,760

v3.24.1.1.u2

GOODWILL AND INTANGIBLE ASSETS - Intangible Assets (Details) $ in Thousands	Mar. 31, 2024 USD ($)
Goodwill [Line Items]
Gross Carrying Value	$ 12,705
Accumulated Amortization	1,125
Net Carrying Value	11,580
Developed technology
Goodwill [Line Items]
Gross Carrying Value	5,210
Accumulated Amortization	520
Net Carrying Value	4,690
Customer relationships
Goodwill [Line Items]
Gross Carrying Value	4,800
Accumulated Amortization	300
Net Carrying Value	4,500
Tradename
Goodwill [Line Items]
Gross Carrying Value	1,410
Accumulated Amortization	176
Net Carrying Value	1,234
Conversation data
Goodwill [Line Items]
Gross Carrying Value	1,285
Accumulated Amortization	129
Net Carrying Value	$ 1,156

v3.24.1.1.u2

GOODWILL AND INTANGIBLE ASSETS - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization	$ 1,100
Cost	500
Amortization of intangible assets	$ 605	$ 0

v3.24.1.1.u2

GOODWILL AND INTANGIBLE ASSETS - Future Amortization Expense (Details) $ in Thousands	Mar. 31, 2024 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2024	$ 3,030
2025	4,156
2026	3,194
2027	1,200
Net Carrying Value	$ 11,580

v3.24.1.1.u2

ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023	Jun. 30, 2023
Other Liabilities Disclosure [Abstract]
Accrued compensation expenses	$ 8,141	$ 6,961
Accrued vendor payables	3,158	3,792
Accrued lender fees	3,501	2,603
Other accrued liabilities	541	528
Accrued liabilities	$ 15,341	$ 13,884	$ 13,509

v3.24.1.1.u2

COMMITMENTS AND CONTINGENCIES - Narratives (Details) - USD ($) $ in Millions	1 Months Ended
	Aug. 31, 2021	Mar. 31, 2024	Dec. 31, 2023
Loss Contingencies [Line Items]
Commitment period	7 years
Possible Sales Tax Liability
Loss Contingencies [Line Items]
Estimated and recorded liability	$ 98.0	$ 1.0	$ 0.2

v3.24.1.1.u2

COMMITMENTS AND CONTINGENCIES - Schedule of aggregate noncancelable future minimum payments (Details) $ in Thousands	Mar. 31, 2024 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Remainder of 2024	$ 8,250
2025	14,000
2026	16,000
2027	24,000
2028	24,000
Total	$ 86,250

v3.24.1.1.u2

WARRANTS (Details) - USD ($) $ / shares in Units, $ in Millions			1 Months Ended
	Apr. 14, 2023	Apr. 25, 2022	Mar. 31, 2024
Term Loan Warrants
Warrants (Details)
Convertible warrants (in shares)	3,301,536
Exercise price per share (in dollars per share)	$ 2.59
Anniversary term	10 years
Fair value of warrants	$ 4.1
Public Warrants | ATSP
Warrants (Details)
Exercise price per share (in dollars per share)		$ 11.50
Public Warrants | ATSP | Share Price Equal Or Exceeds Eighteen Rupees Per Dollar
Warrants (Details)
Redemption price (in dollars per share)		$ 0.01
Redemption notice period		30 days
Warrant trigger price (in dollars per share)		18.00
Public Warrants | ATSP | Share Price Equal Or Exceeds Eighteen Rupees Per Dollar | Minimum
Warrants (Details)
Number of consecutive trading days for determining share price		20 days
Public Warrants | ATSP | Share Price Equal Or Exceeds Eighteen Rupees Per Dollar | Maximum
Warrants (Details)
Number of consecutive trading days for determining share price		30 days
Private Warrants
Warrants (Details)
Warrants issued and outstanding (in shares)			3,665,996
Class A Common Stock
Warrants (Details)
Converted into shares of common stock (in shares)			2,269,982

v3.24.1.1.u2

NOTE PAYABLE - Narratives (Details) - USD ($)						1 Months Ended	3 Months Ended		12 Months Ended
	Apr. 14, 2023	Apr. 14, 2023	Apr. 14, 2023	Dec. 01, 2021	Jun. 14, 2021	Jun. 30, 2021	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023	Mar. 31, 2021
Debt Instrument [Line Items]
Total interest expense							$ 400,000
Cash paid for interest							3,539,000	$ 1,074,000
Notes Payable
Debt Instrument [Line Items]
Extinguishment of debt	$ 30,000,000
SVB March 2021 Notes
Debt Instrument [Line Items]
Borrowings							$ 600,000			$ 30,000,000.0
Accrued interest	100,000	$ 100,000	$ 100,000
Extinguishment of debt	18,500,000
Repayments of debt	18,100,000
Prepayment premium	300,000	300,000	300,000
Loss on debt extinguishment	400,000
Effective interest rate (percent)									14.00%
Effective interest rate (percent)									13.50%
SCI June 2021 Note
Debt Instrument [Line Items]
Loan interest rate (percent)							9.00%
Extinguishment of debt	11,700,000
Repayments of debt	11,500,000
Prepayment premium	200,000	200,000	200,000
Incremental extension amount						$ 5,000,000.0
Maximum borrowing capacity						$ 15,000,000.0
Proceeds from lines of credit				$ 10,000,000.0	$ 5,000,000.0
SCI June 2021 Note | Prime Rate
Debt Instrument [Line Items]
Prime interest rate (percent)							5.75%
Term Loan | Secured Debt
Debt Instrument [Line Items]
Maximum borrowing capacity	100,000,000	100,000,000	100,000,000
Effective interest rate (percent)							14.00%
Additional borrowing capacity	$ 25,000,000	$ 25,000,000	$ 25,000,000
Additional required payment as a percentage of amounts in excess of cash premiums paid (percent)	14.00%	14.00%	14.00%
Term Loan | Secured Debt | Closing date
Debt Instrument [Line Items]
Percentage of Term Loan required to be paid (percent)	3.50%	3.50%	3.50%
Initial period with collateral protection insurance payments	18 months	18 months	18 months
Term Loan | Secured Debt | 18-month anniversary
Debt Instrument [Line Items]
Percentage of Term Loan required to be paid (percent)	2.50%	2.50%	2.50%
Term Loan | SOFR | Secured Debt
Debt Instrument [Line Items]
Prime interest rate (percent)		0.15%	8.50%
Term Loan | Fed Funds Effective Rate Overnight Index Swap Rate | Secured Debt
Debt Instrument [Line Items]
Prime interest rate (percent)		0.50%
Term Loan | Adjustable Rate | Secured Debt
Debt Instrument [Line Items]
Prime interest rate (percent)		1.00%
Term Loan | Alternate Base Rate | Secured Debt
Debt Instrument [Line Items]
Prime interest rate (percent)		7.50%
Term Loan | US Treasury (UST) Interest Rate | Secured Debt
Debt Instrument [Line Items]
Prime interest rate (percent)		0.50%
Notes Payable | Secured Debt
Debt Instrument [Line Items]
Effective interest rate (percent)							25.18%
Total interest expense							$ 3,500,000
Cash paid for interest							3,500,000
Amortization of debt discount (premium)							$ 1,100,000
Remaining discount amortization period							3 years 14 days

v3.24.1.1.u2

NOTE PAYABLE - Schedule of aggregate maturities of debt (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Debt Disclosure [Abstract]
Remainder of 2024	$ 0
2025	0
2026	0
2027	100,000
Total	100,000
Unamortized discount and debt issuance costs	(14,457)	$ (15,688)
Long-term portion of debt	$ 85,543

v3.24.1.1.u2

NOTE PAYABLE - Schedule of convertible notes, debt balances (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Term Loan	$ 100,000
Current portion of debt	0	$ 0
Unamortized discount and debt issuance costs	(14,457)	(15,688)
Carrying value of long-term debt	85,543	84,312
Secured Debt | Term Loan
Debt Instrument [Line Items]
Term Loan	$ 100,000	$ 100,000

v3.24.1.1.u2

RESTRUCTURING (Details) $ in Thousands	1 Months Ended	3 Months Ended
	Jan. 31, 2023 employee	Mar. 31, 2024 USD ($)	Mar. 31, 2023 USD ($)
Restructuring and Related Activities [Abstract]
Number of positions eliminated (percent)	40.00%
Number of positions eliminated (in employees) | employee	180
Restructuring		$ 0	$ 3,585
Payments for restructuring			$ 1,300

v3.24.1.1.u2

PREFERRED STOCK (Details) $ / shares in Units, $ in Thousands		1 Months Ended	3 Months Ended
	Jan. 20, 2023 USD ($) day $ / shares shares	Mar. 31, 2024 $ / shares shares	Mar. 31, 2024 USD ($) $ / shares shares	Jan. 01, 2024 $ / shares	Dec. 31, 2023 $ / shares shares	Mar. 31, 2023 shares	Dec. 31, 2022 shares	Apr. 26, 2022 $ / shares shares
Preferred Stock (Details) - Schedule of preferred stock authorized, issued and outstanding
Preferred stock, shares authorized (in shares)		1,000,000	1,000,000		1,000,000			1,000,000
Preferred stock, par value (in dollars per share) | $ / shares		$ 0.0001	$ 0.0001		$ 0.0001			$ 0.0001
Gain (loss) on stock conversion | $			$ 0
Preferred stock shares outstanding (in shares)		70,241	70,241		475,005
Series A Preferred Stock
Preferred Stock (Details) - Schedule of preferred stock authorized, issued and outstanding
Converted shares (in shares)			764,770
Preferred stock shares outstanding (in shares)		70,241	70,241		475,005	835,011	0
Class A Common Stock
Preferred Stock (Details) - Schedule of preferred stock authorized, issued and outstanding
Converted into shares of common stock (in shares)		2,269,982
Preferred stock shares outstanding (in shares)		70,241	70,241
Series A Preferred Stock
Preferred Stock (Details) - Schedule of preferred stock authorized, issued and outstanding
Aggregate shares (in shares)	835,011
Proceeds from the sales of share | $	$ 25,000
Liquidation preference (in dollars per share) | $ / shares	$ 30.00	$ 35.32	$ 35.32	$ 34.13
Conversion price (in dollars per share) | $ / shares	$ 1.00
Conversion price ratio	250.00%
Conversion price window, number of trading days | day	90
Conversion price window, consecutive number of trading days | day	120
Converted shares (in shares)			404,764
Converted into shares of common stock (in shares)			14,070,854
Series A Preferred Stock
Preferred Stock (Details) - Schedule of preferred stock authorized, issued and outstanding
Stock price per share (in dollars per share) | $ / shares	$ 30.00

v3.24.1.1.u2

COMMON STOCK (Details) $ / shares in Units, $ in Thousands					1 Months Ended	3 Months Ended		6 Months Ended	12 Months Ended
	Jul. 28, 2023 USD ($)	Feb. 14, 2023 USD ($)	Aug. 16, 2022 USD ($) Rate shares	Apr. 26, 2022 votePerShare $ / shares shares	Mar. 31, 2024 USD ($) $ / shares shares	Mar. 31, 2024 USD ($) $ / shares shares	Mar. 31, 2023 USD ($) shares	Jun. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) $ / shares shares	Jan. 20, 2023 $ / shares
Class of Stock
Common stock and preferred stock, shares authorized (in shares) | shares				500,000,000
Preferred stock, shares authorized (in shares) | shares				1,000,000	1,000,000	1,000,000			1,000,000
Preferred stock par value (in dollars per share) | $ / shares				$ 0.0001	$ 0.0001	$ 0.0001			$ 0.0001
Loss on change in fair value of ELOC program						$ 0	$ (571)	$ (1,901)
Proceeds from sale of stock under the ELOC Program						0	28,683	$ 71,455
Proceeds from the issuance of Class A common stock upon exercise of options						8,887	2,425
Payment of financing costs associated with the Sales Agreement						$ 3,435	0
CFPI
Class of Stock
Loss on change in fair value of ELOC program							(600)
Costs and fees incurred							$ 200
Initial fair value of derivative liability			$ 1,100
Aggregate shares (in shares) | shares									25,000,000
Proceeds from sale of stock under the ELOC Program									$ 71,700
CFPI | Minimum
Class of Stock
Stock price per share (in dollars per share) | $ / shares									$ 1.75
CFPI | Maximum
Class of Stock
Stock price per share (in dollars per share) | $ / shares									$ 4.26
Sales Agreement Issuance | Common Stock
Class of Stock
Stock price per share (in dollars per share) | $ / shares					$ 3.62	$ 3.62
PIPE financing (in shares) | shares						37,907,219
Proceeds from the issuance of Class A common stock upon exercise of options						$ 137,300
Payment of financing costs associated with the Sales Agreement						$ 3,400
Class A Common Stock
Class of Stock
Common stock, shares authorized (in shares) | shares				455,000,000	455,000,000	455,000,000			455,000,000
Common stock par value (in dollars per share) | $ / shares				$ 0.0001	$ 0.0001	$ 0.0001			$ 0.0001
Converted into shares of common stock (in shares) | shares					2,269,982
Number of votes per share | votePerShare				1
Class A Common Stock | CFPI
Class of Stock
Common stock, shares authorized (in shares) | shares			25,000,000
Purchase price as a percentage of the volume-weighted average price (percent) | Rate			97.00%
Shares issued as consideration (in shares) | shares			250,000
Costs and fees incurred		$ 300
Class A Common Stock | Equity Line Of Credit Program | Common Stock
Class of Stock
PIPE financing (in shares) | shares							10,948,552
Class A Common Stock | Common Stock Sales Agreement
Class of Stock
Aggregate proceeds from sale of stock	$ 150,000
Fixed commission rate (percent)	0.025
Sales agent specified expenses	$ 75
Stock authorized to be offered and sold					$ 133,800	$ 133,800
Class A Common Stock | Sales Agreement Issuance | Common Stock
Class of Stock
PIPE financing (in shares) | shares						37,907,219
Class B Common Stock
Class of Stock
Common stock, shares authorized (in shares) | shares				44,000,000	44,000,000	44,000,000			44,000,000
Common stock par value (in dollars per share) | $ / shares				$ 0.0001	$ 0.0001	$ 0.0001			$ 0.0001
Number of votes per share | votePerShare				10
Common stock conversion ratio					1	1
Common Stock
Class of Stock
Converted shares (in shares) | shares						4,750,000
Series A Preferred Stock
Class of Stock
Stock price per share (in dollars per share) | $ / shares										$ 30.00

v3.24.1.1.u2

STOCK INCENTIVE PLANS - Narratives (Details) $ in Thousands		3 Months Ended		23 Months Ended
	Jan. 03, 2024 Rate shares	Mar. 31, 2024 USD ($) tranche Rate shares	Mar. 31, 2023 USD ($)	Mar. 31, 2024 USD ($) shares
Stock Incentive Plans
Nonvested award, recognized, amount | $		$ 3,700		$ 3,700
Options granted ( in shares)		0
Total | $		$ 6,979	$ 8,249
Stock-based awards
Stock Incentive Plans
Contractual expirations (years)		10 years
Vesting period (years)		4 years
Nonvested award, cost not yet recognized, period for recognition		1 year 3 months 14 days
Stock-based awards | Share-Based Payment Arrangement, Tranche One
Stock Incentive Plans
Vesting period (years)		1 year
Vesting percentage ( percent) | Rate		25.00%
Restricted Stock Units (RSUs)
Stock Incentive Plans
Nonvested award, cost not yet recognized, period for recognition		2 years 4 months 13 days
Equity instruments granted (in shares)		3,785,178
Nonvested amount | $		$ 53,800		53,800
Restricted Stock Units (RSUs) | Other employees
Stock Incentive Plans
Equity instruments granted (in shares)		398,200
Restricted Stock Units (RSUs) | Share-Based Payment Arrangement, Tranche One
Stock Incentive Plans
Nonvested amount | $		$ 45,000		45,000
Market-Based RSUs
Stock Incentive Plans
Equity instruments granted (in shares)		0
Nonvested amount | $		$ 300		300
Performance-Based RSUs
Stock Incentive Plans
Equity instruments granted (in shares)		1,076,234
Nonvested amount | $		$ 2,900		2,900
Total | $		$ 8,400
Restricted Stock
Stock Incentive Plans
Nonvested award, cost not yet recognized, period for recognition		2 years 6 months 7 days
Equity instruments granted (in shares)	2,033,156
Nonvested amount | $		$ 1,800		$ 1,800
Number of tranches | tranche		3
Restricted Stock | Share-Based Payment Arrangement, Tranche One
Stock Incentive Plans
Vesting period (years)		3 years
Vesting percentage ( percent)		25.00%
Number of tranches | tranche		3
Restricted Stock | Share-Based Payment Arrangement, Tranche Two
Stock Incentive Plans
Vesting percentage ( percent)		75.00%
2016 Equity Incentive Plan
Stock Incentive Plans
Awards remaining for issuance shares (in Shares)		0		0
2016 Equity Incentive Plan | Restricted Stock Units (RSUs)
Stock Incentive Plans
Vesting period (years)		4 years
2016 Equity Incentive Plan | Restricted Stock Units (RSUs) | Share-Based Payment Arrangement, Tranche One
Stock Incentive Plans
Vesting period (years)		1 year
Vesting percentage ( percent) | Rate		25.00%
2022 Incentive Plan
Stock Incentive Plans
Awards remaining for issuance shares (in Shares)		10,027,862		10,027,862
2022 Employee Stock Purchase Plan
Stock Incentive Plans
Stock reserved for issuance (in Shares)		3,930,074		3,930,074
2022 Employee Stock Purchase Plan | Class A Common Stock
Stock Incentive Plans
Shares issued under the ESPP (in shares)				478,023
Synq3, Inc | Restricted Stock Units (RSUs)
Stock Incentive Plans
Equity instruments granted (in shares)	1,434,978
Synq3, Inc | Restricted Stock Units (RSUs) | Share-Based Payment Arrangement, Tranche One
Stock Incentive Plans
Vesting period (years)	3 years
Vesting percentage ( percent) | Rate	25.00%
Synq3, Inc | Restricted Stock Units (RSUs) | Share-Based Payment Arrangement, Tranche Two
Stock Incentive Plans
Vesting period (years)	3 years
Vesting percentage ( percent) | Rate	75.00%
Synq3, Inc | Restricted Stock Units (RSUs) | Share-Based Payment Arrangement, Tranche Three | SYNQ3 Employees
Stock Incentive Plans
Vesting period (years)	4 years
Equity instruments granted (in shares)	1,952,000

v3.24.1.1.u2

STOCK INCENTIVE PLANS - Schedule of Performance Conditions (Details) - Restricted Stock Units (RSUs) - Synq3, Inc - USD ($) $ in Millions		12 Months Ended			36 Months Ended
	Jan. 03, 2024	Dec. 31, 2026	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2026
Performance conditions
Stock Incentive Plans
Revenue target		$ 30.0	$ 21.0	$ 9.0
Performance conditions | Minimum
Stock Incentive Plans
Vesting percentage ( percent)					50.00%
Performance conditions | Maximum
Stock Incentive Plans
Vesting percentage ( percent)					100.00%
Tranche One
Stock Incentive Plans
Vesting percentage ( percent)	25.00%
Tranche Two
Stock Incentive Plans
Vesting percentage ( percent)	75.00%

v3.24.1.1.u2

STOCK INCENTIVE PLANS - Schedule of operations and comprehensive loss (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Stock Incentive Plans
Total	$ 6,979	$ 8,249
Cost of revenues
Stock Incentive Plans
Total	152	115
Sales and marketing
Stock Incentive Plans
Total	975	1,282
Research and development
Stock Incentive Plans
Total	3,548	2,500
General and administrative
Stock Incentive Plans
Total	2,304	2,099
Restructuring costs
Stock Incentive Plans
Total	$ 0	$ 2,253

v3.24.1.1.u2

OTHER INCOME (EXPENSE), NET - Schedule of other income (expense), net (Details) - USD ($) $ in Thousands	3 Months Ended			6 Months Ended
	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2023
Other Income and Expenses [Abstract]
Interest income	$ 1,815		$ 157
Loss on change in fair value of ELOC program	0		(571)	$ (1,901)
ELOC commitment fees and reimbursement cost to Counterparty	0		(325)
Other income (expense), net	(336)		(63)
Total other income (expense), net	$ 1,479	$ (835)	$ (802)	$ (1,638)

v3.24.1.1.u2

NET LOSS PER SHARE - Schedule of calculation of basic and diluted net loss per share attributable to common stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended			6 Months Ended
	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2023
Numerator:
Net loss	$ (33,009)	$ (23,307)	$ (27,430)	$ (50,737)
Cumulative dividends attributable to Series A Preferred Stock	(343)	(877)	(682)	(1,559)
Net loss attributable to common stockholders	$ (33,352)	$ (24,184)	$ (28,112)	$ (52,296)
Weighted Average Number of Shares
Basic (in shares)	286,596,559		205,082,328
Diluted (in shares)	286,596,559		205,082,328
Net loss per share:
Basic net loss per share (in dollars per share)	$ (0.12)	$ (0.11)	$ (0.14)	$ (0.25)
Diluted net loss per share (in dollars per share)	$ (0.12)	$ (0.11)	$ (0.14)	$ (0.25)

v3.24.1.1.u2

NET LOSS PER SHARE - Schedule of outstanding shares of potentially dilutive securities (Details) - shares	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	40,700,734	63,452,307
Stock-based awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	30,614,247	34,735,981
Series A Preferred Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	2,480,589	25,050,330
Common stock warrants | Common Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	3,665,996	3,665,996
Unvested restricted share awards | Common Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	2,033,156	0
Contingently issuable shares | Common Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total (in shares)	1,906,746	0

v3.24.1.1.u2

INCOME TAXES (Details) - USD ($) $ in Thousands	3 Months Ended			6 Months Ended
	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2023
Income Tax Disclosure [Abstract]
Loss before income taxes	$ (32,714)	$ (22,890)	$ (27,101)	$ (49,991)
Income tax expense	$ 295		$ 329
Effective tax rate (in percent)	(0.90%)		(1.21%)

v3.24.1.1.u2

FAIR VALUE MEASUREMENTS - Schedule of financial instruments that are measured or disclosed at fair value (Details) - Fair Value, Recurring - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Level 1
Expected life
Total assets	$ 208,448	$ 90,503
Liabilities:	0
Level 1 | Contingent holdback consideration
Expected life
Contingent acquisition liabilities	0
Level 1 | Contingent earnout consideration
Expected life
Contingent acquisition liabilities	0
Level 1 | Treasury bills
Expected life
Cash equivalents	36,349	35,961
Level 1 | Money market funds
Expected life
Cash equivalents	172,099	54,542
Level 2
Expected life
Total assets	0	0
Liabilities:	0
Level 2 | Contingent holdback consideration
Expected life
Contingent acquisition liabilities	0
Level 2 | Contingent earnout consideration
Expected life
Contingent acquisition liabilities	0
Level 2 | Treasury bills
Expected life
Cash equivalents	0	0
Level 2 | Money market funds
Expected life
Cash equivalents	0	0
Level 3
Expected life
Total assets	0	0
Liabilities:	6,819
Level 3 | Contingent holdback consideration
Expected life
Contingent acquisition liabilities	2,551
Level 3 | Contingent earnout consideration
Expected life
Contingent acquisition liabilities	4,268
Level 3 | Treasury bills
Expected life
Cash equivalents	0	0
Level 3 | Money market funds
Expected life
Cash equivalents	$ 0	$ 0

v3.24.1.1.u2

FAIR VALUE MEASUREMENTS - Schedule of company determined the fair value of warrants (Details) - Fair Value, Recurring $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($)
Contingent holdback consideration
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Liability, beginning balance	$ 0
Acquisition of SYNQ3	981
Change in the fair value of liability	1,570
Liability, ending balance	2,551
Contingent earnout consideration
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Liability, beginning balance	0
Acquisition of SYNQ3	1,676
Change in the fair value of liability	2,592
Liability, ending balance	$ 4,268

v3.24.1.1.u2

FAIR VALUE MEASUREMENTS - Schedule of Holdback Liability (Details) - Contingent holdback consideration	Mar. 31, 2024 Year	Jan. 03, 2024 Year
Risk-free interest rate
Expected life
Fair value measurement inputs	0.048	0.046
Holdback period
Expected life
Fair value measurement inputs	1	1.25

v3.24.1.1.u2

FAIR VALUE MEASUREMENTS - Schedule of Earnout Liability (Details) - Contingent earnout consideration	Mar. 31, 2024 Year shares	Jan. 03, 2024 shares Year
Discount rate
Expected life
Fair value measurement inputs	0.124	0.126
Expected stock price volatility
Expected life
Fair value measurement inputs	1.287	1.153
Risk-free interest rate
Expected life
Fair value measurement inputs	0.045	0.042
Expected dividend yield
Expected life
Fair value measurement inputs	0.000	0.000
Measurement Input, Expected Term [Member] | Minimum
Expected life
Fair value measurement inputs | Year	0.4	0.5
Measurement Input, Expected Term [Member] | Maximum
Expected life
Fair value measurement inputs | Year	2.3	2.5

v3.24.1.1.u2

FAIR VALUE MEASUREMENTS - Narrative (Details) - Synq3, Inc $ in Thousands	Jan. 03, 2024 USD ($) shares
Expected life
Deferred consideration liability | $	$ 143
Equity consideration (in shares) | shares	5,755,910

v3.24.1.1.u2

REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS - Schedule of balance Condensed Balance Sheet (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023	Jun. 30, 2023	Mar. 31, 2023
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Other non-current assets	$ 686	$ 577		$ 1,642
Total assets	287,429	151,122		72,371
Accrued liabilities	15,341	13,884	$ 13,509
Total current liabilities	26,483	24,223	24,131
Notes payable, net of current portion			82,300
Other non-current liabilities	4,638	3,967	4,003
Total liabilities	131,950	122,954	118,968
Additional paid-in capital	778,503	606,135	567,794	507,858
Accumulated deficit	(625,388)	(592,379)	(554,179)	(530,872)
Total stockholders’ equity			38,610	1,950
Total liabilities and stockholders’ equity	$ 287,429	$ 151,122	157,578	72,371
As Previously Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Other non-current assets				2,074
Total assets				72,803
Accrued liabilities			16,381
Total current liabilities			27,003
Notes payable, net of current portion			66,428
Other non-current liabilities			16,824
Total liabilities			118,789
Additional paid-in capital			564,197	505,889
Accumulated deficit			(550,403)	(528,471)
Total stockholders’ equity			38,789	2,382
Total liabilities and stockholders’ equity			157,578	72,803
Adjustment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Other non-current assets				(432)
Total assets				(432)
Accrued liabilities			(2,872)
Total current liabilities			(2,872)
Notes payable, net of current portion			15,872
Other non-current liabilities			(12,821)
Total liabilities			179
Additional paid-in capital			3,597	1,969
Accumulated deficit			(3,776)	(2,401)
Total stockholders’ equity			(179)	(432)
Total liabilities and stockholders’ equity			$ 0	$ (432)

v3.24.1.1.u2

REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS - Schedule of Other Income (Expense), Net (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended			6 Months Ended
	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2023
Error Corrections and Prior Period Adjustments Restatement [Line Items]
General and administrative	$ 10,267	$ 6,424	$ 7,290	$ 13,713
Loss from operations	(28,529)	(16,483)	(25,203)	(41,685)
Other income (expense), net	1,479	(835)	(802)	(1,638)
Total other expense, net	(4,185)	(6,407)	(1,898)	(8,306)
Loss before provision for income taxes	(32,714)	(22,890)	(27,101)	(49,991)
Net loss	(33,009)	(23,307)	(27,430)	(50,737)
Cumulative dividends attributable to Series A Preferred Stock	(343)	(877)	(682)	(1,559)
Net loss attributable to SoundHound common shareholders	$ (33,352)	$ (24,184)	$ (28,112)	$ (52,296)
Basic (in dollars per share)	$ (0.12)	$ (0.11)	$ (0.14)	$ (0.25)
Diluted (in dollars per share)	$ (0.12)	$ (0.11)	$ (0.14)	$ (0.25)
As Previously Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
General and administrative		$ 6,377	$ 7,125	$ 13,502
Loss from operations		(16,436)	(25,038)	(41,474)
Other income (expense), net		493	94	587
Total other expense, net		(5,079)	(1,002)	(6,081)
Loss before provision for income taxes		(21,515)	(26,040)	(47,555)
Net loss		(21,932)	(26,369)	(48,301)
Cumulative dividends attributable to Series A Preferred Stock		0	0	0
Net loss attributable to SoundHound common shareholders		$ (21,932)	$ (26,369)	$ (48,301)
Basic (in dollars per share)		$ (0.10)	$ (0.13)	$ (0.23)
Diluted (in dollars per share)		$ (0.10)	$ (0.13)	$ (0.23)
Adjustment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
General and administrative		$ 47	$ 165	$ 211
Loss from operations		(47)	(165)	(211)
Other income (expense), net		(1,328)	(896)	(2,225)
Total other expense, net		(1,328)	(896)	(2,225)
Loss before provision for income taxes		(1,375)	(1,061)	(2,436)
Net loss		(1,375)	(1,061)	(2,436)
Cumulative dividends attributable to Series A Preferred Stock		(877)	(682)	(1,559)
Net loss attributable to SoundHound common shareholders		$ (2,252)	$ (1,743)	$ (3,995)
Basic (in dollars per share)		$ (0.01)	$ (0.01)	$ (0.02)
Diluted (in dollars per share)		$ (0.01)	$ (0.01)	$ (0.02)

v3.24.1.1.u2

REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS - Schedule of Stockholders Equity (Details) - USD ($) $ in Thousands	3 Months Ended			6 Months Ended
	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2023	Dec. 31, 2023
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Additional paid-in capital	$ 778,503	$ 567,794	$ 507,858	$ 567,794	$ 606,135
Accumulated deficit	(625,388)	(554,179)	(530,872)	(554,179)	$ (592,379)
Net loss	$ (33,009)	(23,307)	(27,430)	(50,737)
As Previously Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Additional paid-in capital		564,197	505,889	564,197
Accumulated deficit		(550,403)	(528,471)	(550,403)
Net loss		(21,932)	(26,369)	(48,301)
Adjustment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Additional paid-in capital		3,597	1,969	3,597
Accumulated deficit		(3,776)	(2,401)	(3,776)
Net loss		$ (1,375)	$ (1,061)	$ (2,436)

v3.24.1.1.u2

REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS - Schedule of Cash Flow, Supplemental Disclosures (Details) - USD ($) $ in Thousands	3 Months Ended			6 Months Ended
	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2023
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net loss	$ (33,009)	$ (23,307)	$ (27,430)	$ (50,737)
Loss on change in fair value of ELOC program	0		571	1,901
Other non-current assets	93		186	363
Accrued liabilities	(673)		4,556	5,295
Net cash used in operating activities	(21,948)		(14,540)	(34,201)
Payment of financing costs associated with ELOC program	0		(250)
Proceeds from sales of Class A common stock under the ELOC program, net of issuance costs	0		28,683	71,455
Net cash provided by financing activities	142,698		51,641	154,558
Accrued and unpaid debt issuance costs				0
Non-cash debt discount				4,136
Issuance of Class A Common Stock to settle commitment shares related to the ELOC program	$ 0		915	915
As Previously Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net loss		(21,932)	(26,369)	(48,301)
Loss on change in fair value of ELOC program			0	0
Other non-current assets			19	628
Accrued liabilities			4,306	5,045
Net cash used in operating activities			(14,467)	(33,651)
Payment of financing costs associated with ELOC program			0
Proceeds from sales of Class A common stock under the ELOC program, net of issuance costs			28,360	70,905
Net cash provided by financing activities			51,568	154,008
Accrued and unpaid debt issuance costs				16,461
Non-cash debt discount				4,315
Issuance of Class A Common Stock to settle commitment shares related to the ELOC program			0	0
Adjustment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net loss		$ (1,375)	(1,061)	(2,436)
Loss on change in fair value of ELOC program			571	1,901
Other non-current assets			167	(265)
Accrued liabilities			250	250
Net cash used in operating activities			(73)	(550)
Payment of financing costs associated with ELOC program			(250)
Proceeds from sales of Class A common stock under the ELOC program, net of issuance costs			323	550
Net cash provided by financing activities			73	550
Accrued and unpaid debt issuance costs				(16,461)
Non-cash debt discount				(179)
Issuance of Class A Common Stock to settle commitment shares related to the ELOC program			$ 915	$ 915

v3.24.1.1.u2

SUBSEQUENT EVENT (Details) $ / shares in Units, $ in Thousands		1 Months Ended	3 Months Ended
	Jul. 28, 2023 USD ($)	Apr. 30, 2024 USD ($) $ / shares shares	Mar. 31, 2024 USD ($)	Mar. 31, 2023 USD ($)
Subsequent Events
Proceeds from the issuance of Class A common stock upon exercise of options			$ 8,887	$ 2,425
Payment of financing costs associated with the Sales Agreement			$ 3,435	$ 0
Equity Distribution Agreement | Common Stock | Subsequent Event
Subsequent Events
PIPE financing (in shares) | shares		7,239,282
Stock price per share (in dollars per share) | $ / shares		$ 4.17
Proceeds from the issuance of Class A common stock upon exercise of options		$ 30,200
Payment of financing costs associated with the Sales Agreement		800
Remaining capacity available for issuance		$ 119,800
Class A Common Stock | Common Stock Sales Agreement
Subsequent Events
Proceeds from the sales of share	$ 150,000
Fixed commission rate (percent)	0.025

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