Every material Form 8-K SOUNDTHINKING, INC. has filed with the SEC since March 10, 2026, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
SoundThinking agreed on September 28, 2026 to be acquired by Transom Capital Group through a tender offer for $8.00 per share in cash plus one non-transferable contingent value right worth up to $3.00 per share. The up-front price is a 46% premium to the September 28, 2026 closing price, and holders of about 33% of the outstanding shares have already agreed to tender, so the deal would give shareholders a cash exit if completed.
Up-front cash of $8.00 per share, plus a CVR paying up to $3.00 per share tied to 2027 revenue milestones for ShotSpotter and SafePointe
Implied enterprise value of about $114 million on up-front consideration, or about $159 million with the maximum CVR payment
Veradace Partners (about 16%) and Gary M. Lauder and affiliates (about 17%) agreed to tender their shares; the offer requires more than 50% of outstanding shares to be tendered
Closing is expected in the fourth quarter of 2026; the deal has no financing condition, and shares will stop trading on Nasdaq once completed
SoundThinking reported first-quarter 2026 revenue of $24.2 million, down 15% from $28.3 million a year earlier, and a GAAP net loss of $7.0 million, compared with $1.5 million in the same quarter of 2025. The company reaffirmed its full-year 2026 revenue guidance of $109.0 million to $111.0 million, but the weaker quarter and larger loss show shareholders a slower start to the year.
Revenue was $24.2 million versus $28.3 million; Q1 2025 included about $3.5 million in catch-up revenue from renewing two delayed New York City Police Department contracts.
GAAP net loss was $7.0 million, or $(0.54) per share, compared with $1.5 million, or $(0.12) per share, a year earlier.
Adjusted EBITDA was negative $0.1 million, compared with $4.5 million in the first quarter of 2025.
Full-year 2026 revenue guidance of $109.0 million to $111.0 million was reaffirmed, even without a ShotSpotter contract renewal in Chicago.
SoundThinking, Inc. said Nasim Golzadeh, its Managing Director, TechnoLogic and Executive Vice President, Investigative Solutions, will resign from all her Company and subsidiary positions effective March 31, 2026, to pursue an opportunity outside the public safety industry. The filing does not name a successor or describe any financial effect, so the change appears limited to a senior operating role.
Resignation notice given to the Company on March 6, 2026
Effective date of resignation is March 31, 2026
Roles covered include Managing Director, TechnoLogic and Executive Vice President, Investigative Solutions, plus all other positions with the Company and its subsidiaries
Stated reason: to pursue an opportunity outside the public safety industry
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