Form 8-K - Current report

0001819395FALSE447 Sutter St.Suite 405#542San FranciscoCalifornia00018193952023-12-072023-12-070001819395us-gaap:CommonStockMember2023-12-072023-12-070001819395us-gaap:WarrantMember2023-12-072023-12-07

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): December 7, 2023

SONDER HOLDINGS INC.

(Exact name of registrant as specified in its charter)

Delaware						001-39907			85-2097088
(State or other jurisdiction of incorporation)						(Commission File Number)			(I.R.S. Employer Identification No.)
447 Sutter St., Suite 405 #542
San Francisco, California									94108
(Address of principal executive offices)									(Zip Code)

[phone]

(Registrant’s telephone number, including area code)

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 communication 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 Symbols

Name of each exchange on which registered

Common Stock, par value $0.0001 per share

SOND

The Nasdaq Stock Market LLC

Warrants, each 20 warrants exercisable for one share of Common Stock at an exercise price of $230.00 per share

SONDW

The Nasdaq Stock Market LLC

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. ☐

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Item 5.02    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On December 11, 2023, Sonder Holdings Inc. (the “Company”) announced that M. Thomas Buoy has been appointed the Company’s Chief Commercial Officer and Executive Vice President, effective December 11, 2023. In connection with this appointment, Mr. Buoy resigned from his role as a Class II director of the Company’s Board of Directors (the “Board”) and as a member of the Nominating, Corporate Governance, and Social Responsibility Committee of the Board, effective December 7, 2023.

Item 7.01    Regulation FD Disclosure

On December 11, 2023, the Company issued a press release announcing the appointment of Mr. Buoy. A copy of the Company’s press release announcing the appointment is attached hereto as Exhibit 99.1. The information in this Item 7.01, including Exhibit 99.1 attached hereto, 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 of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01    Financial Statements and Exhibits

(d)    Exhibits

Exhibit No.						Description
99.1						Press Release Dated December 11, 2023
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

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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 thereunto duly authorized.

			Sonder Holdings Inc.
Date: December 11, 2023			By:			/s/ Dominique Bourgault
			Name:			Dominique Bourgault
			Title:			Chief Financial Officer

Sonder Holdings Inc. Appoints Tom Buoy as Executive Vice President and Chief Commercial Officer

SAN FRANCISCO – December 11, 2023 – Sonder Holdings Inc. (NASDAQ: SOND), a leading next-generation hospitality company that is redefining the guest experience through technology and design, today announced the appointment of Tom Buoy as Executive Vice President and Chief Commercial Officer, effective December 11, 2023.

Buoy has resigned from Sonder’s Board of Directors and transitioned into this newly created position in the company’s leadership team. As Executive Vice President and Chief Commercial Officer, Buoy will be responsible for all aspects of revenue generation and strategy, including revenue management, marketing, sales, and distribution.

Buoy has over 30 years of experience in the hospitality sector. He was previously Interim Chief Executive Officer and Board Director for Radisson Hotel Group Americas, where he was responsible for the corporate offices and more than 680 hotels in the company’s portfolio throughout the Americas. Additionally, Buoy served as Executive Vice President & Chief Commercial Officer at Radisson Hotel Group Americas, and was part of the company’s Executive Committee. During his career, he led the commercial transformation at Extended Stay America, and also served as Senior Vice President, Customer Marketing and Revenue Management for Morgans Hotel Group (previously Ian Schrager Hotels).

“Tom is one of hospitality’s most seasoned commercial leaders, so I’m thrilled to welcome him to our management team. In Q3, our revenue grew 29% year-over-year as we continued to make progress towards our goal of sustainable positive free cash flow. We have significant revenue opportunities ahead of us, and Tom’s leadership and deep hospitality experience will help us to deliver results,” said Francis Davidson, Co-Founder and CEO of Sonder.

“As I experienced firsthand during my time on its Board, Sonder is an incredibly dynamic business, with a bold mission to revolutionize hospitality for the next generation. I’m excited to transition into the company to oversee all aspects of topline revenue growth, combining industry best practices with disruptive thinking, at this key moment in Sonder’s journey to profitability,” said Tom Buoy, incoming Executive Vice President and Chief Commercial Officer at Sonder.

This transition comes about with the upcoming departure of Shruti Challa, Chief Revenue Officer. She will support during the transition in an advisory capacity.

“Shruti has been an outstanding executive at Sonder, having built a phenomenal team from the ground up, and skillfully navigated the pandemic where we outperformed all benchmarks. I'm incredibly proud of what she's done for the company, and I am excited to see the new opportunities she pursues,” said Francis Davidson, Co-Founder and CEO of Sonder.

About Sonder

Sonder (NASDAQ: SOND) is revolutionizing hospitality through innovative, tech-enabled service and inspiring, thoughtfully designed accommodations combined into one seamless experience. Launched in 2014, Sonder provides a variety of accommodation options — from spacious rooms to fully-equipped suites and apartments — found in over 40 markets spanning ten countries and three continents. The Sonder app gives guests full control over their stay. Complete with self-service features, simple check-in and 24/7 on-the-ground support, amenities and services at Sonder are just a tap away, making a world of better stays open to all.

To learn more, visit www.sonder.com or follow Sonder on X (Twitter), Instagram or Linkedin.

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Download the Sonder app on Apple or Google Play.

Contacts

Media:

[e-mail]

Investor:

[e-mail]

Cover	Dec. 07, 2023
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Dec. 07, 2023
Entity Registrant Name	SONDER HOLDINGS INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-39907
Entity Tax Identification Number	85-2097088
Entity Address, Address Line Three	#542
Entity Address, Address Line Two	Suite 405
Entity Address, Address Line One	447 Sutter St.
Entity Address, City or Town	San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94108
City Area Code	617
Local Phone Number	300-0956
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Amendment Flag	false
Entity Central Index Key	0001819395
Common Stock
Document Information [Line Items]
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	SOND
Security Exchange Name	NASDAQ
Warrant
Document Information [Line Items]
Title of 12(b) Security	Warrants, each 20 warrants exercisable for one share of Common Stock at an exercise price of $230.00 per share
Trading Symbol	SONDW
Security Exchange Name	NASDAQ

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