0001554818 false 0001554818 2023-06-30 2023-06-30 0001554818 us-gaap:CommonStockMember 2023-06-30 2023-06-30 0001554818 AUUD:CommonStockWarrantsMember 2023-06-30 2023-06-30 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

  

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): July 3, 2023 (June 30, 2023)

 

AUDDIA INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-40071   45-4257218

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

 

2100 Central Avenue, Suite 200    
Boulder, Colorado   80301
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (303) 219-9771

 

Not Applicable

Former name or former address, if changed since last report

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

  

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

  

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

  

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of exchange on which registered
Common Stock AUUD Nasdaq Stock Market
Common Stock Warrants AUUDW Nasdaq Stock Market

  

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company  ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

   

 

 

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

 

Auddia Inc. announced that Timothy Ackerman, its Chief Financial Officer, has resigned from his position effective June 30, 2023.

 

Mr. Ackerman’s resignation from the Company did not result from any disagreement or difference of opinion with the Company with respect to its internal controls, financial statements, audit scope limitations, audit reports, or management representations nor was it otherwise connected in any way with the Company’s financial controls or audit procedures.

 

Mr. Ackerman has agreed to assist the Company with transition matters in a consulting capacity as needed during the next several months. The Company has also engaged an outside finance advisory firm to provide additional resources to the Company’s accounting and SEC reporting functions.

 

Effective June 30, 2023, Michael Lawless, the Company’s Chief Executive Officer and a member of the Company’s Board of Directors, was appointed as the Company’s Interim Chief Financial Officer. The Company will be undertaking a search for a permanent Chief Financial Officer.

 

Information about Mr. Lawless’ age, business experience and compensation has been previously reported, most recently in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission on March 23, 2023.

  

 

 

 2 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

  

 

     
  AUDDIA INC.
     

July 3, 2023

 By: /s/ Michael Lawless
    Name: Michael Lawless
    Title: Chief Executive Officer

 

 

 

 

 

 

 

 

 3 

 

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Cover
Jun. 30, 2023
Document Type 8-K
Amendment Flag false
Document Period End Date Jun. 30, 2023
Entity File Number 001-40071
Entity Registrant Name AUDDIA INC.
Entity Central Index Key 0001554818
Entity Tax Identification Number 45-4257218
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 2100 Central Avenue
Entity Address, Address Line Two Suite 200
Entity Address, City or Town Boulder
Entity Address, State or Province CO
Entity Address, Postal Zip Code 80301
City Area Code (303)
Local Phone Number 219-9771
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
Common Stock [Member]  
Title of 12(b) Security Common Stock
Trading Symbol AUUD
Security Exchange Name NASDAQ
Common Stock Warrants  
Title of 12(b) Security Common Stock Warrants
Trading Symbol AUUDW
Security Exchange Name NASDAQ
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