What changed in this filing

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Item 5. Other Information

2024-05-14 compared with 2023-11-14 · 81 added, 47 removed, 22 unchanged (85% of the section changed)

Other Information

The exhibits required

by Item 601 of Regulation S-K and Item 15(b) of this Quarterly Report are listed in the Exhibit Index below.

The exhibits listed

in the Exhibit Index are incorporated by reference herein.

the quarter ended March 31, 2024, no director or officer of the Company adopted

or terminated

or otherwise had in effect a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as

each term is defined in Item 408(a) of Regulation S-K.

The exhibits required by

Item 601 of Regulation S-K and Item 15(b) of this Quarterly Report are listed in the Exhibit Index below.

The exhibits listed in

the Exhibit Index are incorporated by reference herein.

Incorporated by reference from

of Plan of Conversion

of Incorporation of the Company

of the Company

of Warrant after Conversion from an LLC to a Corporation

of Series A Warrant

of Common Stock Certificate

of Representative’s Common Stock Purchase Warrant

of Securities

Agreement of Michael T.

Agreement of Peter Shoebridge

of Auddia Inc.

Form of Plan of Conversion

Certificate of Incorporation of the Company

Certificate of Designation of Series A Preferred Stock filed November 13, 2023

Certificate of Amendment to the Certificate of Incorporation of the Company dated February 23, 2024

Series B Convertible Preferred Stock Certificate of Designations dated April 23, 2024

Bylaws of the Company

Form of Warrant after Conversion from an LLC to a Corporation

of IPO Series A Warrant

Form of Common Stock Certificate

of IPO Representative’s Common Stock Purchase Warrant

Description of Securities

Employment Agreement of Michael T.

Employment Agreement of Peter Shoebridge

Form of Auddia Inc.

2020 Equity Incentive Plan

and Security Agreement with Related Party (Minicozzi)

of Amendment to Collateral and Security Agreement with Related Party

of Convertible Promissory Note

Loan Agreement and Guaranty of Related Party with Bank of the West

with Major United States Broadcast Company

of Bridge Note

of Warrant Agent Agreement

to Bridge Note

Business Loan Agreement with Bank of the West

Amendment to 2020 Equity Incentive Plan

of Stock Option Grant Notice and Stock Option Agreement under 2020 Equity Incentive Plan

of Restricted Stock Unit Grant Notice and Restricted Stock Unit Award Agreement under 2020 Equity Incentive Plan

of Inducement Stock Option Grant Notice and Inducement Stock Option Agreement

Interactive, LLC 2013 Equity Incentive Plan

of Stock Option Grant Notice and Stock Option Agreement under 2013 Equity Incentive Plan

Officer Employment Agreement for Michael Lawless dated October 13, 2021

Officer Employment Agreement for Peter Shoebridge dated October 13, 2021

Officer Employment Agreement for Brian Hoff dated October 13, 2021

Collateral and Security Agreement with Related Party (Minicozzi)

F orm of Amendment to Collateral and Security Agreement with Related Party

Form of Convertible Promissory Note

Business Loan Agreement and Guaranty of Related Party with Bank of the West

Agreement with Major United States Broadcast Company

Form of Bridge Note

of IPO Series A Warrant Agent Agreement

Amendment to Bridge Note

Amended Business Loan Agreement with Bank of the West

First Amendment to 2020 Equity Incentive Plan

Form of Stock Option Grant Notice and Stock Option Agreement under 2020 Equity Incentive Plan

Form of Restricted Stock Unit Grant Notice and Restricted Stock Unit Award Agreement under 2020 Equity Incentive Plan

Form of Inducement Stock Option Grant Notice and Inducement Stock Option Agreement

Clip Interactive, LLC 2013 Equity Incentive Plan

Form of Stock Option Grant Notice and Stock Option Agreement under 2013 Equity Incentive Plan

Incorporated by reference from

Executive Officer Employment Agreement for Michael Lawless dated October 13, 2021

Executive Officer Employment Agreement for Peter Shoebridge dated October 13, 2021

Executive Officer Employment Agreement for Brian Hoff dated October 13, 2021

Executive Officer Employment Agreement for Timothy Ackerman effective as of February 6, 2023

4 unchanged sentences

and White Lion Capital LLC

Secured Promissory Bridge Note dated November 14, 2022

Common Stock Warrant dated November 14, 2022

Security Agreement dated November 14, 2022

Common Stock Purchase Agreement, dated November 14, 2022, by and between Auddia Inc.

and White Lion Capital LLC

Secured Promissory Bridge Note dated April 17, 2023

1 unchanged sentence

Common Stock Warrant for 650,000 shares dated April 17, 2023

Form of Private Placement Agreement

of 2023 Placement Agency Agreement

Form of Securities Purchase Agreement dated June 13, 2023 between Auddia Inc.

2 unchanged sentences

Registration Rights Agreement, dated as of November 6, 2023, by and between White Lion Capital, LLC and Auddia Inc.

Section 302 Certification by the Corporation’s Chief Executive Officer and Interim Chief Financial Officer

Section 906 Certification by the Corporation’s Chief Executive Officer and Interim Chief Financial Officer

Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)

Inline XBRL Taxonomy Extension Schema Document

Inline XBRL Taxonomy Extension Calculation Linkbase Document

Inline XBRL Taxonomy Extension Definition Linkbase Document

Inline XBRL Taxonomy Extension Label Linkbase Document

Inline XBRL Taxonomy Extension Presentation Linkbase Document

Cover Page Interactive Data File (formatted in IXBRL, and included in exhibit 101).

Employment Agreement, effective as of November 27, 2023, between Auddia Inc.

Series A Preferred Securities Purchase Agreement dated November 11, 2023 between Auddia Inc.

and Jeffrey Thramann

Amendment and Waiver dated April 9, 2024 Relating to Senior Secured Bridge Notes

Form of Securities Purchase Agreement dated April 23, 2024

Form of Common Stock Warrant dated April 23, 2024

Form of Registration Rights Agreement dated April 23, 2024

Section 302 Certification by the Corporation’s Chief Executive Officer

Section 302 Certification by the Corporation’s Chief Financial Officer

Section 906 Certification by the Corporation’s Chief Executive Officer

Section 906 Certification by the Corporation’s Chief Financial Officer

Auddia Clawback Policy

Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the

Inline XBRL document)