Item 8.01 Other Events.

As previously announced on April 8, 2020, the Special Committee received an offer from Mark Burish, Chairman of the Board, to purchase all the outstanding shares of Sonic Foundry, Inc. at a price of $5.00 per share. The offer stated that it was not dependent on a financing contingency, however, it will be subject to customary terms and conditions, agreement on final definitive documents and approval of the Special Committee as well as the holders of a majority of shares not held by Mr. Burish or his affiliates.

On April 27, 2020 the Special Committee of Independent and Disinterested Directors accepted the offer from Mark Burish to purchase all outstanding shares of the Company's common stock not presently held by Mr. Burish at $5.00 per share. The transaction is expected to close in the third calendar quarter of 2020.

The Company will file a Current Report on Form 8-K with the Securities and Exchange Commission (the "SEC"), which will more fully describe the terms and conditions of the transaction upon completion of final definitive documents. In connection with the transaction, the Company will also file a proxy statement on Schedule 14A as well as a Schedule 13E-3 Transaction Statement with the SEC.

See attached press release at exhibit 99.1.

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Item 9.01 Financial Statements and Exhibits.

(a) Exhibits

99.1 Text of press release dated April 27, 2020.

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