8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): October 22, 2024

VOCODIA HOLDINGS CORP

(Exact name of the registrant as specified in its charter)

6401 Congress Avenue, Suite #160, Boca Raton,Florida 33487

(Address of principle executive offices) (Zip code)

Registrant’s telephone number, including area code:

(561) 484-5234

Not applicable

(Former name or 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 (see General Instruction A.2. below):

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

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 October 22, 2024, Vocodia Holdings Corp. (the “Company” or “Vocodia”) issued a press release announcing that the Company has filed a provisional patent for AI-powered system designed to automate telephony-based interactions.

A copy of the above-mentioned press release dated October 22, 2024 is attached herewith as Exhibit 99.1.

By filing this Current Report on Form 8-K and furnishing the information contained herein, the Company makes no admission as to the materiality of any information in this report that is required to be disclosed solely by reason of Regulation FD. The Company uses, and will continue to use, its website, press releases, and various social media channels, including its Twitter account (https://twitter.com/TheVocodia/), its LinkedIn account (https://www.linkedin.com/company/vocodia), its Facebook account (https://www.facebook.com/vocodiagroup/), its Instagram account (https://www.instagram.com/vocodiaholdings), and its YouTube account (https://www.youtube.com/@vocodia), as additional means of disclosing public information to investors, the media and others interested in the Company. It is possible that certain information that the Company posts on its website, disseminated in press releases and on social media could be deemed to be material information, and the Company encourages investors, the media and others interested in the Company to review the business and financial information that the Company posts on its website, disseminates in press releases and on the social media channels identified above, as such information could be deemed as material information.

The information in this Item 7.01 disclosure, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section. In addition, the information in this Item 7.01 disclosure, including Exhibits 99.1, shall not be incorporated by reference into the filings of the Company 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.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

The following exhibits are filed with this report:

1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf of the undersigned hereunto duly authorized.

2

Exhibit 99.1

Boca Raton, FL – October 22, 2024 – Vocodia Holdings Corp  (OTCMKTS: VHAI), a leader in AI-driven conversational platforms, has filed and published a provisional patent (US 2024/0340375 A1) for its groundbreaking AI-powered system designed to automate telephony-based interactions. The system uses artificial intelligence and natural language processing (NLP) to manage real-time conversations between machines and humans, responding in under 10 milliseconds.

“This provisional patent marks a major advancement in AI communications,” said Brian Podolak, CEO of Vocodia. “We’re poised to replace human agents in sales and customer service with AI that deliversfast, natural responses.”

Vocodia is already in discussions with a potential partner to license and monetize this cutting-edge technology, further accelerating its market impact.

Key features include AI-driven call management, middleware for efficient data processing, real-time call logging, and omnichannel capabilities across telephony, SMS, email, and more. The platform is designed to streamline customer interactions and reduce operational costs for businesses.

About Vocodia Holdings Corp.

Vocodia is an AI software company that develops practical AI solutions, making them easily accessible for businesses through cloud-based platforms. These solutions are cost-effective and scalable to enterprise levels. Vocodia specializes in conversational AI, providing scalable enterprise-level AI sales and customer service solutions. Their Digital Intelligent Sales Agents (DISAs) are designed to sound and feel human, performing tasks that require human-like conversation, thereby reducing labor costs and enhancing communication effectiveness. For more information, please visit: http://www.vocodia.com.

Forward-Looking Statements

This release contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: “anticipate,” “intend,” “plan,” “believe,” “project,” “estimate,” “expect,” strategy,” “future,” “likely,” “may,”, “should,” “will” and similar references to future periods. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the risks and uncertainties more fully in the section captioned “Risk Factors” in the Company’s Registration Statement on Form S-1 related to the public offering (SEC File No. File No. 333-269489) and other reports we file with the SEC. As a result of these matters, changes in facts, assumptions not being realized or other circumstances, our actual results may differ materially from the expected results discussed in the forward-looking statements contained in this press release. Forward-looking statements contained in this announcement are made as of this date and undertake no duty to update such information except as required under applicable law.

Investor Relations Contact:

ir@vocodia.com

Investors can also call Vocodia’s Investor Relations (IR) line, DISA, 24x7 at 650-789-6556 for inquiries.