Auddia Inc 8-K, filed Oct 22, 2026
Auddia Inc. (AUUD)
About this 8-K
Auddia Inc filed this 8-K on October 22, 2026, reporting on events of October 16, 2026.
Auddia Inc. amended senior unsecured bridge notes for Thramann Holdings, LT350, Influence Healthcare, and Voyex, increasing maximum funding to up to $420,000, up to $1,900,000, up to $900,000, and up to $85,000, respectively, on October 16, 2026. AI summary
Items reported
- Item 1.01: Entered into a material agreement
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01. | Entry into a Material Definitive Agreement. |
Background; Pending Merger Agreement and Interim Bridge Funding for Target Companies
As previously disclosed, on February 17, 2026, Auddia Inc., a Delaware corporation (“Auddia”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), with (among others) McCarthy Finney, Inc. (“McCarthy Finney” or “Holdco”), and Thramann Holdings, LLC (“Thramann Holdings”).
Thramann Holdings is a privately held holding company that controls three early stage AI-native operating companies founded by Dr. Jeffrey Thramann: (i) LT350, LLC (“LT350”), (ii) Influence Healthcare, LLC (“Influence”), and (iii) Voyex, LLC (“Voyex”). Dr. Thramann is a serial entrepreneur and inventor, and also the current CEO and Executive Chairman of Auddia.
Upon the closing of the merger (“Merger”) contemplated by the Merger Agreement, Thramann Holdings, LT350, Influence and Voyex (each a “Target Company”) and Auddia would become subsidiaries of McCarthy Finney. McCarthy Finney will become a publicly traded holding company, and McCarthy Finney common stock would trade publicly under the ticker symbol MCFN.
The closing of the Merger under the Merger Agreement is subject to a number of closing conditions, including the approval of the Merger by the stockholders of Auddia.
On July 17, 2026, Auddia entered into a senior unsecured bridge note (each a “Bridge Note”) with each of Thramann Holdings, LT350, Influence, and Voyex. The purpose of the Bridge Notes is to provide a limited amount of interim funding and working capital to the Target Companies while the Merger Agreement is still pending.
The Bridge Notes were reviewed and approved by a Auddia’s special committee of independent and disinterested directors (the “Special Committee”) and Audit Committee.
The maximum amount to be funded by Auddia under each of the Bridge Notes is up to (i) $360,000 for Thramann Holdings, (ii) $400,000 for LT350; (iii) $590,000 for Influence Healthcare; and (iv) $50,000 for Voyex. Amounts will be funded in tranches as mutually agreed to by the parties. Any advance in excess of $50,000 will require approval of the Auddia’s Audit Committee. No further amounts will be funded if the pending Merger Agreement is terminated.
Amendment to the Bridge Notes
On October 16, 2026, the terms of the Bridge Notes were amended. Under this amendment, the maximum amount to be funded by Auddia under each of the Bridge Notes was increased to (i) up to $420,000 for Thramann Holdings, (ii) up to $1,900,000 for LT350; (iii) up to $900,000 for Influence Healthcare; and (iv) up to $85,000 for Voyex.
Except as described above, each of the Bridge Notes otherwise remains in full force and effect in accordance with its existing terms.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits. The following documents are included as exhibits to this report:
| Exhibit Number |
Description | |
| 10.1 | Amendment to Senior Unsecured Bridge Notes dated October 16, 2026 | |
| 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. | ||
October 22, 2026 |
By: | /s/ John E. Mahoney |
| John E. Mahoney | ||
| Chief Financial Officer | ||
| 3 |
Exhibit 10.1
AMENDMENT TO
SENIOR UNSECURED BRIDGE NOTES
Background:
A.On February 17, 2026, Auddia Inc., a Delaware corporation (“Auddia”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), with (among others) McCarthy Finney, Inc. (“McCarthy Finney” or “Holdco”), and Thramann Holdings, LLC (“Thramann Holdings”).
B.Thramann Holdings is a privately held holding company that controls three early stage AI-native operating companies founded by Dr. Jeffrey Thramann: (i) LT350, LLC (“LT350”), (ii) Influence Healthcare, LLC (“Influence”), and (iii) Voyex, LLC (“Voyex”).
C.Upon the closing of the merger (“Merger”) contemplated by the Merger Agreement, Thramann Holdings, LT350, Influence and Voyex (each a “Target Company”) and Auddia would become subsidiaries of McCarthy Finney. McCarthy Finney will become a publicly traded holding company, and McCarthy Finney common stock would trade publicly under the ticker symbol MCFN.
D.On July 17, 2026, Auddia entered into a senior unsecured bridge note (each a “Bridge Note”) with each of Thramann Holdings, LT350, Influence, and Voyex. The purpose of the Bridge Notes is to provide a limited amount of interim funding and working capital to the Target Companies while the Merger Agreement is still pending.
E.The original maximum amount to be funded by Auddia under each of the Bridge Notes is up to (i) $360,000 for Thramann Holdings, (ii) $400,000 for LT350; (iii) $590,000 for Influence Healthcare; and (iv) $50,000 for Voyex. Amounts will be funded in tranches as mutually agreed to by the parties. Any advance in excess of $50,000 will require approval of Auddia’s Audit Committee. No further amounts will be funded if the pending Merger Agreement is terminated.
F.The parties desire to amend each of the Bridge Notes in order to provide for additional amounts of interim funding and working capital to the Target Companies while the Merger Agreement continues to be pending.
NOW, THERFORE, THE PARTIES HERETO AGREE AS FOLLOWS:
1.Each of the Bridge Notes is hereby amended to increase the maximum amount that may be funded by Auddia under each of the Bridge Notes as follows:
(i) up to $420,000 for Thramann Holdings;
(ii) up to $1,900,000 for LT350;
(iii) up to 900,000 for Influence Healthcare; and
(iv) up to $85,000 for Voyex.
2.Except as amended in Section 1 above, each of the Bridge Notes shall remain in full force and effect in accordance with its terms.
| 1 |
The parties have executed this Amendment as of October 16, 2026.
|
THRAMANN HOLDINGS, LLC LT350, LLC INFLUENCE HEALTHCARE, LLC VOYEX, LLC | |||
| By: | /s/ Jeff Thramann | ||
| Name: | Jeff Thramann | ||
| Title: | Manager | ||
| AUDDIA INC. | |||
| By: | /s/ John Mahoney | ||
| Name: | John Mahoney | ||
| Title: | CFO | ||
| 2 |