LivePerson stockholders voted to approve the company’s acquisition by SoundHound AI at a special meeting held on September 2, 2026, clearing the deal’s final shareholder hurdle and putting the transaction on track to close within days.
LivePerson announced the result through its investor relations channel, stating that the transaction is expected to close on September 4, 2026, subject to the satisfaction or waiver of customary closing conditions. The company said final, certified voting results will be reported in a Form 8-K filed with the U.S. Securities and Exchange Commission.
John Sabino, LivePerson’s chief executive, framed the vote as a turning point for the business. “We are pleased with the results from our special meeting and thank our stockholders for their support as LivePerson takes this important step forward,” he said, adding that the company is “now one step closer to joining forces with SoundHound AI” and looks forward to working with the SoundHound team to complete the transaction.
How the Deal Reached a Vote
SoundHound AI and LivePerson first announced a definitive merger agreement on April 21, 2026, under which SoundHound would acquire the conversational AI company. According to the companies’ joint announcement, SoundHound is acquiring LivePerson for an equity value of $43 million, a figure the companies described as roughly a 22% premium over LivePerson’s 30-day volume-weighted average price before the announcement. After accounting for expected cash on LivePerson’s balance sheet and discounts on its remaining debt, the companies said the transaction implies a total enterprise value of about $250 million.
The original terms were later revised. On July 2, 2026, the parties entered into an amended and restated merger agreement, disclosed in a LivePerson regulatory filing. The amendment changed the consideration payable to holders of LivePerson shares traded on the Tel Aviv Stock Exchange from SoundHound stock to cash, a shift the filing attributed to the need to avoid a months-long delay tied to Israeli securities prospectus requirements. That cash portion was capped at $7.5 million. The per-share stock consideration for other holders remained tied to SoundHound’s closing stock price, subject to a collar that sets a floor of $7 and a ceiling of $12 per share. The amended agreement also carried a $5 million termination fee payable by LivePerson under specified circumstances.
The Path to Approval
Securing the vote proved difficult. Because approval required the affirmative support of a majority of all outstanding LivePerson shares, rather than simply a majority of votes cast, unvoted shares effectively counted against the deal. LivePerson convened its special meeting on August 20, 2026, but adjourned it the same morning after determining there were not yet enough votes to approve the merger proposal.
At the time, the company reported that more than 97% of shares that had cast votes were in favor, while cautioning that the binding threshold remained a few percentage points away. LivePerson extended the solicitation, reset the meeting for September 2, and urged remaining stockholders to vote, warning that a failure to approve the transaction would leave the company operating standalone with substantial debt and the risk of a potential delisting. The adjournment and the shareholder mechanics were detailed in a separate current report.
The reconvened meeting on September 2 delivered the required majority, moving the combination toward completion.
What the Combined Company Would Look Like
The companies have pitched the merger as a way to unify SoundHound’s voice and agentic AI platform with LivePerson’s digital messaging and customer-engagement tools into a single end-to-end conversational AI offering. According to the April announcement, the combined business would serve enterprise customers across more than 30 countries, including 25 of the Fortune 100, 12 of the top 15 global banks, and four of the top five global airlines and automakers. LivePerson has said its platform powers nearly one billion customer messages each month.
SoundHound said it expects its 2027 revenue to reach a range of at least $350 million to $400 million, with at least $100 million of that coming from LivePerson’s long-tenured customer base, and said the combined business could reach $500 million based on the existing customer base alone. These figures are the companies’ own projections.
Barclays served as financial advisor to SoundHound, with Latham & Watkins as legal advisor, while Lazard advised LivePerson alongside legal counsel Fried, Frank, Harris, Shriver & Jacobson. With stockholder approval now secured, the companies are targeting a September 4, 2026 closing, after which LivePerson would become an indirect wholly owned subsidiary of SoundHound and the certified vote tally will be filed with the SEC.
