8-K

UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION 

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of Earliest Event Reported): March 23, 2022

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 7.01 Regulation FD Disclosure.

On May 23, 2022, Auddia Inc. (the “Company”) announced that it has released an updated investor presentation.

A copy of the Company’s press release announcing the release of the Company’s updated investor presentation is furnished as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.

A copy of the updated investor slide presentation is furnished as Exhibit 99.2 to this Form 8-K and incorporated herein by reference

The information contained in this Item 7.01 of this current report on Form 8-K and in the accompanying exhibits 99.1 and 99.2 incorporated by reference herein shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. This information, including the exhibits 99.1 and 99.2 hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

99.1	Press release, dated May 23, 2022
99.2	Investor Presentation dated May 2022
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.
May 23, 2022	By:	/s/ Brian Hoff
		Name: Brian Hoff
		Title: Chief Financial Officer

3

EX-99.1

Exhibit 99.1

Auddia Inc. Releases New Investor Presentation

Updates include acquisition and usage metrics for the faidr and Vodacast platforms.

BOULDER, CO May 23, 2022 / Auddia Inc. (NASDAQ: AUUD) (NASDAQ: AUUDW) ("Auddia" or the "Company”), developer of a proprietary AI platform for audio and innovative technologies for podcasts that is reinventing how consumers engage with radio, today announced that it has released a new investor presentation, which can be found on its website at https://investors.auddiainc.com/.

Among other updates, the new investor presentation includes Auddia’s most recent user acquisition and usage metrics for both its faidr and Vodacast platforms.

The updated faidr metrics information includes:

· faidr Installs to date (as of May 19, 2022) – 42,230

· Monthly Active Users (as of May 19, 2022) – 30,000

· Cost-per-install (average for May 2022) – $3.31

· Updated number of radio stations available in the app (as of May 10, 2022) – 5,200+

The updated Vodacast metrics information includes:

· Vodacast Installs to date (as of May 19, 2022) – 17,393

· Monthly Active Users (as of May 19, 2022) – 3,699

· All-time Retention Percentage (as of May 19, 2022) – 21%

· Feed Engagement (for month of April 2022) – 94%

About Auddia Inc.

Auddia is reinventing how consumers engage with audio through the development of a proprietary AI platform for audio and innovative technologies for podcasts. Auddia offers two industry firsts–the ability to listen to any AM/FM radio station with added personalized content and no commercials, as well as podcasts with an interactive digital feed that supports deeper stories and delivers digital revenue to podcasters. Both offerings address large and rapidly growing audiences with strong purchase intent. For more information, visit: www.auddia.com

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 about the Company's current expectations about future results, performance, prospects and opportunities. Statements that are not historical facts, such as "anticipates," "believes" and "expects" or similar expressions, are forward-looking statements. These forward-looking statements are based on the current plans and expectations of management and are subject to a number of uncertainties and risks that could significantly affect the Company's current plans and expectations, as well as future results of operations and financial condition. These and other risks and uncertainties are discussed more fully in our filings with the Securities and Exchange Commission. Readers are encouraged to review the section titled "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2021, as well as other disclosures contained in the Annual Report and subsequent filings made with the Securities and Exchange Commission. Forward-looking statements contained in this announcement are made as of this date and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Investor Relations:

Kirin Smith, President

PCG Advisory, Inc.

ksmith@pcgadvisory.com

(646) 823-8656

www.pcgadvisory.com

EX-99.2

Exhibit 99.2

1 REINVENTING AUDIO May 2022 NASDAQ: AUUD

2 NASDAQ: AUUD AUDDIA | DISCLAIMER The information in this material is provided for general information purposes only and does not take into account the investm ent objectives, financial situation and particular needs of any individual or entity. This presentation contains forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 , Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 about our current expectations about future results, performan ce, prospects and opportunities of Auddia Inc. (“Auddia” or the “Company”). Statements that are not historical facts, such as "anticipates," "believes" and "ex pec ts" or similar expressions, are forward - looking statements. These forward - looking statements are based on the current plans and expectations of management and are subje ct to a number of uncertainties and risks that could significantly affect the Company's current plans and expectations, as well as future resul ts of operations and financial condition. These and other risks and uncertainties are discussed more fully in our filings with the Securities and Exchange Commission. Rea ders are encouraged to review the section titled "Risk Factors" in the Company's Annual Report on Form 10 - K for the year ended December 31, 2021, as well as other disclosures contained in the Annual Report and subsequent filings made with the Securities and Exchange Commission. Forward - looking statements contained in this announcement are made as of this date and the Company undertakes no obligation to publicly update or revise any forward - looking statements, wheth er as a result of new information, future events or otherwise. Unless otherwise indicated, information contained in this presentation concerning Auddia’s industry and markets in which it o per ates, including its general expectations and market opportunity and market size, is based upon information from various sources, including independent in dus try publications in presenting information. Auddia makes no representations as to the accuracy, timeliness, suitability, completeness, or relevance of any i nfo rmation prepared by any unaffiliated third party and takes no responsibility therefore. The data presented herein were obtained from various third - party sources. Wh ile we believe the data to be reliable, no representation is made as to, and no responsibility, warranty or liability is accepted for the accuracy or compl ete ness of such information. Auddia has also made assumptions based upon such data and other similar sources, and on Auddia’s knowledge of and its experie nce to date in the markets for its product candidates. This information involves a number of assumptions and limitations and you are cautioned not to give undue we ight to such estimates. The industry in which Auddia operates is subject to a high degree of uncertainty and risk due to a variety of factors. These and ot her factors could cause results to differ materially from those expressed in the estimates made by independent parties and by Auddia. This presentation uses Auddia’s trademarks and trade names such as “faidr” and “Vodacast." This presentation also includes tr ade marks, trade names and service marks that are the property of other organizations. Solely for convenience, trademarks and tradenames referred to in this pr ese ntation appear without ® and ۲ symbols, but those references, are not intended to indicate that Auddia will not assert to the fullest extent under applicabl e l aw, its rights, or that the applicable owner will not assert its rights to these trademarks and trade names. Auddia does not intend to use or display of other comp ani es’ trade names or trademarks to imply a relationship with, or endorsement or sponsorship of Auddia by any other companies.

3 NASDAQ: AUUD (1) Podcast Insights: 2021 Podcast Stats & Facts (New Research From Jan 2021) & Grand View Research: Podcasting Market Size Worth $6 0.50 Billion By 2027 | CAGR: 27.5% AUDDIA | OVERVIEW faidr App • Personalize AM/FM radio streams for the 1 st time • Net new revenue to Radio - 2x over ad revenue/listener • 220M radio listeners & 141M audio subscribers 1 Vodacast App • Podcasts with extra digital content & options to avoid ads • Podcasters with access to digital & subscription revenue • 116M podcast listeners 2 2 Edison Research & Triton Digital: The Infinite Dial 2021 NASDAQ: AUUD 1 Nielsen, Total Audience Report, March 2021

4 NASDAQ: AUUD MAKE RADIO YOURS NASDAQ: AUUD

5 NASDAQ: AUUD Average US adult spends 1:26:22 per day listening to AM/FM radio 3 Radio reaches 83% of US adults on a weekly basis 4 3 eMarketer https://www.emarketer.com/content/us - time - spent - with - media - 2021?ecid=NL1001 4 Nielsen Audio https://www.statista.com/statistics/252185/radios - weekly - reach - in - the - us - by - age - and - gender/ RADIO | IMPRESSIVE REACH NASDAQ: AUUD

6 NASDAQ: AUUD There are approximately 16.7 minutes of commercials per hour 5 5 S&P Global https://www.spglobal.com/marketintelligence/en/news - insights/blog/average - ad - rates - for - major - us - radio - networks - declin ing - in - 2020 RADIO | THE PROBLEMS NASDAQ: AUUD

7 NASDAQ: AUUD Today’s listeners are forced to choose between streamers or radio. Between personalization or local content . NASDAQ: AUUD RADIO | THE PROBLEMS

8 NASDAQ: AUUD FAIDR | THE SOLUTION NASDAQ: AUUD • Any streaming AM/FM radio station • A.I. identifies interruptions and switches automatically • Allows high value local content to play • DJ discussions, concerts & festivals, weather • Listening is personalized • content switching, on - demand requests, preferred content

9 NASDAQ: AUUD FAIDR | THE COMPETITION AD - FREE LOCAL CONTENT PERSONALIZED LOCAL CONTENT A.I. ENABLED RADIO

10 NASDAQ: AUUD WXYZ Public Stream Ad Break A.I. Engine News Music Comedy FAIDR | THE BASICS NASDAQ: AUUD Manual Controls Music Discovr Announced April 27, 2022. Expected in Q3. AND MORE

11 NASDAQ: AUUD FAIDR | INTELLECTUAL PROPERTY • Proprietary Technology • Artificial Intelligence Platform • Broadcast Audio NASDAQ: AUUD

12 NASDAQ: AUUD FAIDR | MARKET OPPORTUNITY • 220M radio listeners • $0 subscription revenue • 141M audio subscribers • $13.4B subscription revenue Sources: Nielsen Audio, Billboard Business: Are We Reaching Peak Streaming Subscriptions?; eMarketer: Number of Paid digital Aud io Subscribers Rising;

13 NASDAQ: AUUD FAIDR | LIKELIHOOD TO PURCHASE potential subscribers 68.2M Extremely 7% Very 8% Extremely 12% Very 13% Source: Company analysis using Harris Insights and Analytics LLC Data, March 2019 220M 141M

14 NASDAQ: AUUD FAIDR | PRICING NASDAQ: AUUD maximize market share Sources: Van Westendorp's Price Sensitivity Meter is a standard market technique for determining consumer price preferences. Price $5 $11 $7 $6 $8 $9 $10 maximize revenue Optimal Monthly Price (market share) Optimal Monthly Price (revenue) Time

15 NASDAQ: AUUD FAIDR | PRODUCT STATUS Available radio stations 5,200+ monthly active users 42 , 230 installs, as of 5.19.22 30 , 000 cost per install (CPI)* $3.31 *Average over past 3 weeks

16 NASDAQ: AUUD FAIDR | GO TO MARKET STRATEGY STRATEGY & TACTICS: Direct - to - consumer acquisition focus, leveraging paid digital channels. Q3 REPORTING METRICS: • MAU Growth • Initial Usage • Initial Subscription Conversion

17 NASDAQ: AUUD FAIDR | PRODUCT EVOLUTION NASDAQ: AUUD A.I. Enabled Music Stations PRODUCT VISION: Deliver a seamless and modern audio - streaming experience through a combination of A.I. - supported and manual controls, ever - expanding content choices, and live radio. COMPLETED Faidr DJ A.I. Enabled Talk & Sports Stations IN PROGRESS Discovr Artists Podcasts R&D On - demand Content KEY FEATURES

18 NASDAQ: AUUD Immersive Podcasting. NASDAQ: AUUD

19 NASDAQ: AUUD VODACAST | THE OPPORTUNITY • Podcasting has been exploding • Apps provide minimal value to podcasters • Podcast - listening experience on top apps lacks interactivity Sources: Edison Research & Triton Digital: The Infinite Dial 2021 $842.3M AD REVENUE 116M MONTHLY LISTENERS

20 NASDAQ: AUUD PODCASTING | M&A ACTIVITY Stitcher & Midroll $ 325 M HowStuffWorks Voxnest $55M Undisclosed Wondery Smartless $300M $70M Simplecast $ 28 M 99% Invisible Undisclosed Megaphone $235M Gimlet $200M The Ringer $200M Anchor $150 Joe Rogan $100M Parcast $56M Podz $53M Whooshkaa, Podsights, Chartable Undisclosed

21 NASDAQ: AUUD VODACAST | THE APP • Digital content feed correlated to the podcast audio tells deeper stories • Access to podcaster’s branded digital content in one place • On ramp to social feeds to discuss, share, create and discover audio content • Multiple payment options to listen commercial free & access bonus content

22 NASDAQ: AUUD VODACAST | REVENUE FOR PODCASTERS Digital Ads Subscriptions Micro Payments Donations Ad Marketplace 25% Increase on CPM 2X to 3X Increase over ad revenue 5X Increase over ad revenue Podcasters keep 100% Eliminates commissions to audio ad sales networks

23 NASDAQ: AUUD VODACAST | THE COMPETITION EPISODE FEEDS LOCAL CONTENT BRAND PAGES MICRO PAYMENTS COMMENTS / POLLS

24 NASDAQ: AUUD VODACAST | GO TO MARKET STRATEGY IMMERSE YOURSELF vodacast Direct - to - consumer acquisition focus, leveraging paid digital channels.

25 NASDAQ: AUUD VODACAST | PRODUCT STATUS all - time retention 27% monthly active users 16 , 374 downloads, as of 5.1.22 4 , 058 feed engagement* 94% *on episodes with feed content available

26 NASDAQ: AUUD AUDDIA | LEADERSHIP Founder & Executive Chair | Jeff Thramann Serial entrepreneur with multiple successful exits. Inventor with more than 130 U.S. and international patents. Graduate of US Military Academy and Cornell University Medical College. CEO | Michael Lawless Veteran of multiple software startups, leading R&D and operations. Emphasis on technology development for consumer products. Graduate of US Air Force Academy and University of Dayton. CTO | Peter Shoebridge Technologist with 35 years of software and Internet product development across multiple industry sectors. Founder and CEO of Blue Yonder Gaming. Educated in London, England. CFO | Brian Hoff Extensive experience in leading high growth accounting and finance teams at STACK Infrastructure and Coalfire. Certified public accountant and BS from The University of Colorado.

27 NASDAQ: AUUD AUDDIA | INDEPENDENT BOARD OF DIRECTORS Founder & Executive Chair | Jeff Thramann CEO | Michael Lawless Steve Deitsch CFO, Paragon28 | BioScrip | Coalfire | Zimmer Tim Hanlon Founder/CEO, Vertere Group | Velociter | VivaKi Ventures Tom Birch CEO, Lakes Media LLC | Birch/Scarborough | Birch Radio Independent Directors

28 NASDAQ: AUUD AUDDIA | FINANCIAL HIGHLIGHTS Balance Sheet Highlights (Unaudited) April 30, 2022 Cash and Cash Equivalents $3,774,516 Total Debt $ - Market Data May 2, 2022 Price $2.04 52 Week Range $1.44 - $9.30 Average Volume (3 month) ~210 K Market Capitalization $24.5 M Common Shares Outstanding 12.5 M Large Equity Holders Jeff Thramann 1,731,859 shares 13.8% of outstanding shares Founder, Executive Chairman Rick Minicozzi 1,750,450 14.0% Investor

29 AUDDIA | KEY TAKEAWAYS 1 | Industry Firsts • AM/FM radio with personalized content and no commercials • Podcasts with interactive digital feed that supports deeper stories and delivers digital revenue to podcasters 2 | Highly Differentiated • Both radio and podcast listening experiences • Strong IP on key AI product capabilities 3 | Relevant Offerings • Large, rapidly growing, high - purchase - intent audience • Attractive margins that scale • Near term catalysts NASDAQ: AUUD

30 THANK YOU Auddia Jeff Thramann , Founder and Chairman jthramann@auddia.com Michael Lawless, CEO mlawless@auddia.com Ph: 303.219.9771 Investor Relations Kirin Smith, President ksmith@pcgadvisory.com Ph: 646.823.8656 www.auddia.com www.faidr.com www.vodacast.com

XML

Cover	Mar. 23, 2022
Document Type	8-K
Amendment Flag	false
Document Period End Date	Mar. 23, 2022
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