X0206 3 2017-05-11 0 0001615165 Veritone, Inc. VERI 0001704669 Steelberg Chad C/O VERITONE, INC. 3366 VIA LIDO NEWPORT BEACH CA 92663 1 1 1 0 CEO and Chairman of the Board Common Stock 961774 I By Newport Coast Investments, LLC Common Stock 961835 I By BV16, LLC Common Stock 85000 I By: Steel Holdings, LLC Series A Convertible Preferred Stock 2.9412 2014-07-16 Common Stock 2393613 I By Newport Coast Investments, LLC Series B Convertible Preferred Stock 8.803 2014-07-16 Common Stock 76970 I By VIF I, LLC The reporting person is a trustee of his grantor trust, which is one of the managing members of Newport Coast Investments, LLC, and as such the reporting person may be deemed a beneficial owner of shares of common stock directly held by Newport Coast Investments, LLC. This filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act") or otherwise, the beneficial owner of all of the securities held by such entity. The reporting person is the Manager of NCI Investments, LLC, which is the Manager of BV16, LLC, and as such the reporting person may be deemed a beneficial owner of shares of common stock directly held by BV16, LLC. This filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of all of the securities held by such entities. The reporting person is the Manager of Steel Holdings, LLC. and as such the reporting person may be deemed a beneficial owner of shares of common stock directly held by Steel Holdings, LLC. This filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of all of the securities held by such entity. The reporting person beneficially owns 3,205,917 shares of Series A convertible preferred stock, which is convertible into common stock at any time at the election of the holder or automatically converts into common stock upon completion the proposed initial public offering at a rate of approximately .74 (which includes liquidation preferences accrued through May 17, 2017). The Series A convertible preferred stock has no expiration date. The conversion price reported in Column 4 reflects a 1-for-.60 reverse stock split of the common stock effected in April 2017. The reporting person beneficially owns 103,093 shares of Series B convertible preferred stock, which is convertible into common stock at any time at the election of the holder or automatically converts into common stock upon completion the proposed initial public offering at a rate of approximately .74 (which includes liquidation preferences accrued through May 17, 2017). The Series B convertible preferred stock has no expiration date. The conversion price reported in Column 4 reflects a 1-for-.60 reverse stock split of the common stock effected in April 2017. The reporting person is the Manager of VIF I, LLC, and as such the reporting person may be deemed a beneficial owner of shares of common stock directly held by VIF I, LLC. This filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of all of the securities held by such entity. Exhibit list: Exhibit 24 - Power of Attorney /S/ Ellen S. Bancroft, Attorney- in -Fact 2017-05-11