false 0001554818 0001554818 2024-08-20 2024-08-20 0001554818 us-gaap:CommonStockMember 2024-08-20 2024-08-20 0001554818 AUUD:CommonStockWarrantsMember 2024-08-20 2024-08-20 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): August 20, 2024

 

AUDDIA INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-40071   45-4257218

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

 

1680 38th Street, Suite 130    
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 2.02.Results of Operations and Financial Condition.

 

As previously announced, Auddia Inc. (the “Company”) entered into a Common Stock Purchase Agreement (the “White Lion Purchase Agreement”) with White Lion Capital, LLC (“White Lion”) on November 14, 2022. On August 20, 2024, the Company closed on a sale of the Company’s common stock under the White Lion Purchase Agreement. The Company issued an aggregate of 1,650,000 common shares and received aggregate proceeds of approximately $2.0 million.

 

Following the sale pursuant to the White Lion Purchase Agreement, the Company’s outstanding shares of common stock have increased to 4,444,196 common shares outstanding as of August 22, 2024.

 

 

Item 7.01Regulation FD Disclosure.

 

The information set forth under Item 2.02 is incorporated by reference into this Item 7.01.

 

The information in Items 2.02 and 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

 

 

 

 

 

  

 

 

 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.
     

August 23, 2024

 By: /s/ John Mahoney
    Name: John Mahoney
    Title: Chief Financial Officer

 

 

 

 

 

 

 

 

 

 

 

 

 

 3 

 

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Cover
Aug. 20, 2024
Document Type 8-K
Amendment Flag false
Document Period End Date Aug. 20, 2024
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 1680 38th Street
Entity Address, Address Line Two Suite 130
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 [Member]  
Title of 12(b) Security Common Stock Warrants
Trading Symbol AUUDW
Security Exchange Name NASDAQ
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