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LiveOne furnishes Corporate Presentation with forward-looking risk factors

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

LiveOne, Inc. (LVO) filed a Form 8-K to announce that it plans to use an updated Corporate Presentation with investors and at industry conferences. The presentation, attached as Exhibit 99.1, is furnished for information purposes and is not treated as filed under the securities laws.

The company highlights that the presentation includes forward-looking statements subject to significant risks and uncertainties. Key risk areas include dependence on its largest OEM customer, the ability to complete any proposed financing, acquisition, spin-out, special dividend, merger or other transaction, its ability to continue as a going concern, attract and retain users and paid members, and comply with debt covenants and repayment obligations.

LiveOne also notes risks tied to its digital assets treasury strategy involving Bitcoin, Ethereum and other digital assets, potential share repurchases for LiveOne and PodcastOne, legal proceedings, competition, and regulatory developments. Investors are directed to the company’s Form 10-K for the year ended March 31, 2025 and Form 10-Q for the quarter ended September 30, 2025 for a fuller description of these risks.

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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): November 26, 2025

 

LIVEONE, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-38249   98-0657263
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

269 South Beverly Drive, Suite 1450

Beverly Hills, CA 90212

(Address of principal executive offices) (Zip Code)

 

(310) 601-2505

(Registrant’s telephone number, including area code)

 

n/a

(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 (see General Instruction A.2. below):

 

Written communications 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 Symbol(s)   Name of each exchange on which registered
Common stock, $0.001 par value per share   LVO   The NASDAQ Capital Market

 

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. ☐

 

 

 

 

 

Item 7.01 Regulation FD Disclosure.

 

LiveOne, Inc. (the “Company” or “LiveOne”) intends, from time to time, to present and/or distribute to the investment community and utilize at various industry and other conferences the Company’s Corporate Presentation (the “Corporate Presentation”), which is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

The information in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for the 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 it be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by reference in such a filing.

 

The Company cautions you that the Corporate Presentation contains “forward-looking statements.” Statements in the Corporate Presentation that are not purely historical are forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements. These risks, uncertainties and factors include, but are not limited to: LiveOne’s reliance on its largest OEM customer for a substantial percentage of its revenue; LiveOne’s ability to consummate any proposed financing, acquisition, spin-out, special dividend, merger, distribution or transaction, the timing of the consummation of any such proposed event, including the risks that a condition to the consummation of any such event would not be satisfied within the expected timeframe or at all, or that the consummation of any proposed financing, acquisition, spin-out, merger, special dividend, distribution or transaction will not occur or whether any such event will enhance shareholder value; LiveOne’s ability to continue as a going concern; LiveOne’s ability to attract, maintain and increase the number of its users and paid members; LiveOne identifying, acquiring, securing and developing content; LiveOne’s ability to implement its recently announced digital assets treasury strategy and/or purchase digital assets from time to time pursuant to such strategy, including for the maximum announced amount, and other risks related to such strategy; LiveOne’s intent to repurchase shares of its and/or PodcastOne’s common stock from time to time under LiveOne’s announced stock repurchase program and the timing, price, and quantity of repurchases, if any, under the program; LiveOne’s ability to maintain compliance with certain financial and other debt covenants; LiveOne successfully implementing its growth strategy, including relating to its technology platforms and applications; management’s relationships with industry stakeholders; LiveOne’s ability to repay its indebtedness when due; LiveOne’s ability to satisfy the conditions for closing on its announced additional convertible debentures financing; uncertain and unfavorable outcomes in legal proceedings and/or LiveOne’s ability to pay any amounts due in connection with any such legal proceedings; significant legal, commercial, regulatory and technical uncertainty and risks related to Bitcoin, Ethereum and other digital assets; regulatory developments related to digital assets and digital asset markets; changes in economic conditions; competition; risks and uncertainties applicable to the businesses of LiveOne’s subsidiaries; and other risks, uncertainties and factors including, but not limited to, those described in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission (the “SEC”) on July 15, 2025, Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2025, filed with the SEC on November 14, 2025, and in the Company’s other filings and submissions with the SEC. These forward-looking statements speak only as of the date hereof, and the Company disclaims any obligations to update these statements, except as may be required by law. The Company intends that all forward-looking statements be subject to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits:

 

Exhibit No.   Description
99.1*   Corporate Presentation.
104*   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

* Furnished herewith.

 

1

 

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 hereunto duly authorized.

 

  LIVEONE, INC.
   
Dated: November 26, 2025 By: /s/ Ryan Carhart
  Name:  Ryan Carhart
  Title: Chief Financial Officer

 

2

 

FAQ

What did LiveOne (LVO) announce in this Form 8-K?

LiveOne reported that it plans to use an updated Corporate Presentation with the investment community and at various conferences, furnished as Exhibit 99.1.

Is LiveOnes new Corporate Presentation considered filed with the SEC?

No. The Corporate Presentation and the related disclosure are furnished, not filed, meaning they are not subject to Section 18 liability or automatically incorporated into other SEC filings.

What types of forward-looking risks does LiveOne (LVO) highlight?

LiveOne cites risks around reliance on its largest OEM customer, completing any proposed financings or strategic transactions, continuing as a going concern, user and paid member growth, debt covenant compliance, and legal proceedings.

How does LiveOne describe risks related to its digital assets strategy?

LiveOne notes significant legal, commercial, regulatory and technical uncertainty and risks tied to Bitcoin, Ethereum and other digital assets, as well as regulatory developments affecting digital asset markets.

Where can investors find more detailed risk information about LiveOne (LVO)?

Investors are directed to LiveOnes Form 10-K for the year ended March 31, 2025, its Form 10-Q for the quarter ended September 30, 2025, and its other SEC filings for detailed risk factors.

Does this 8-K disclose new financial results for LiveOne?

No. The 8-K focuses on the planned use of a Corporate Presentation and related forward-looking statement disclosures, without providing new financial results.
Liveone Inc

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