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PodcastOne (NASDAQ: PODC) projects record FY 2026 results with EBITDA surge

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

Rhea-AI Filing Summary

PodcastOne, Inc. reported preliminary, unaudited estimates pointing to record fiscal 2026 results, with more than $61 million in revenue and over $6 million in Adjusted EBITDA, an increase of +1,476% year over year.

For fiscal 2026 Q4, the company anticipates over $15 million in revenue and more than $2 million in Adjusted EBITDA, up +175% quarter over quarter. Management emphasizes these figures are preliminary, subject to completion of year-end closing procedures, and rely on non-GAAP measures such as Adjusted EBITDA and Contribution Margin alongside GAAP results.

Positive

  • Anticipated record profitability: PodcastOne projects fiscal 2026 Adjusted EBITDA of more than $6 million, representing approximately +1,476% year-over-year growth, alongside record revenue above $61 million, indicating a substantial improvement in operating performance if final audited results align with these estimates.
  • Strong quarterly momentum: For Q4 2026, the company expects over $15 million in revenue and more than $2 million in Adjusted EBITDA, described as +175% quarter-over-quarter growth in Adjusted EBITDA, suggesting accelerating earnings power late in the fiscal year.

Negative

  • None.

Insights

PodcastOne projects record FY 2026 revenue and Adjusted EBITDA with very large year-over-year growth.

PodcastOne anticipates fiscal 2026 revenue above $61M and Adjusted EBITDA over $6M, with the press release highlighting a +1,476% year-over-year increase in Adjusted EBITDA. For Q4 2026, it projects more than $15M in revenue and over $2M in Adjusted EBITDA, up +175% quarter over quarter.

These figures, if realized, would represent a major profitability inflection supported by strong operating leverage. However, the company clearly labels them as preliminary, unaudited estimates subject to completion of financial closing procedures, and notes they rely on non-GAAP metrics such as Adjusted EBITDA and Contribution Margin (Loss).

The disclosure also reiterates extensive forward-looking statement risk factors, including PodcastOne’s ability to continue as a going concern, attract and retain listeners, execute acquisitions, and manage legal and financing uncertainties. Future audited GAAP results for the fiscal year ended March 31, 2026 will clarify how closely final numbers align with these projections.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
FY 2026 revenue $61M+ Anticipated record fiscal year 2026 revenue
FY 2026 Adjusted EBITDA $6M+ Projected Adjusted EBITDA, up about +1,476% YoY
Q4 2026 revenue $15M+ Estimated fiscal 2026 fourth-quarter revenue
Q4 2026 Adjusted EBITDA $2M+ Projected Adjusted EBITDA, up +175% quarter over quarter
Adjusted EBITDA YoY change +1,476% Approximate year-over-year growth for FY 2026 Adjusted EBITDA
Q4 Adjusted EBITDA QoQ change +175% Quarter-over-quarter growth in Q4 2026 Adjusted EBITDA
Total downloads 3.9 billion+ Cumulative PodcastOne downloads across its network
Monthly impressions 1 billion+ Distribution network reach across channels each month
Adjusted EBITDA financial
"the estimates reported in such press release include the presentation of EBITDA, which is a non-GAAP financial measure"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Contribution Margin (Loss) financial
"We present Contribution Margin (Loss) and Adjusted Earnings Before Interest Tax Depreciation and Amortization"
Contribution margin (loss) measures how much money from sales remains after paying the costs that change with production (like materials and direct labor), with a loss meaning those variable costs exceed the sales revenue. Think of each item sold as a slice of revenue that should help pay the store rent and salaries; a positive contribution margin covers those fixed bills and adds profit, while a loss means each sale makes it harder to reach break-even, which is important for investors assessing pricing, scalability, and short-term viability.
forward-looking statements regulatory
"All statements other than statements of historical facts contained in this press release are “forward-looking statements”"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
non-GAAP financial measures financial
"we present Contribution Margin (Loss) and Adjusted Earnings Before Interest Tax Depreciation and Amortization (“Adjusted EBITDA”), which are non-GAAP financial measures"
Non-GAAP financial measures are numbers companies use to show their financial performance that exclude certain expenses or income. They help investors see how the company might perform without one-time costs or other unusual items, giving a different perspective from official reports. However, since they can be adjusted, they don’t always tell the full story and should be looked at alongside standard financial figures.
going concern financial
"PodcastOne’s ability to continue as a going concern"
A going concern is a business that is expected to continue its operations and meet its obligations for the foreseeable future, rather than shutting down or selling off assets. This assumption matters to investors because it indicates stability and ongoing profitability, making the business a more reliable investment. Think of it as believing a restaurant will stay open and serve customers, rather than closing down suddenly.
Private Securities Litigation Reform Act of 1995 regulatory
"PodcastOne intends that all forward-looking statements be subject to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995"
FY 2026 revenue $61M+
FY 2026 Adjusted EBITDA $6M+ +1,476% YoY
Q4 2026 revenue $15M+
Q4 2026 Adjusted EBITDA $2M+ +175% QoQ
Understanding 8-K Material Events →
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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): April 28, 2026

 

PODCASTONE, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-41795   35-2503373
(State or other jurisdiction
of incorporation)		   (Commission File Number)   (I.R.S. Employer
Identification No.)

 

345 North Maple Drive, Suite 295

Beverly Hills, CA 90210

(Address of principal executive offices) (Zip Code)

 

(310) 858-0888

(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, $0.00001 par value per share   PODC   The NASDAQ Capital Market

 

Securities registered pursuant to Section 12(g) of the Act: None

 

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 2.02 Results of Operations and Financial Condition.

 

On April 28, 2026, PodcastOne, Inc. (the “Company”) issued a press release announcing certain preliminary financial results for its fiscal year and quarter ended March 31, 2026 and other updates. A copy of the press release is attached hereto as Exhibit 99.1.

 

The Company is in the process of finalizing its results for its fiscal year and quarter ended March 31, 2026. Such press release contains certain estimated preliminary unaudited financial results for the Company’s fiscal year and quarter ended March 31, 2026, which are based only on currently available information as of the date hereof. These results are preliminary and subject to change. The Company’s financial closing procedures for the fiscal year and quarter ended March 31, 2026 are not yet complete and, as a result, its final results upon completion of its closing procedures may vary from the estimated select preliminary unaudited results set forth in such press release. In addition, certain statements set forth in such press release are forward-looking statements. See “Risk Factors,” “Forward-Looking Statements” and the Company’s financial statements and related notes included in its Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q for additional information regarding factors that could result in differences between the preliminary estimated financial results that are presented in such press release and the actual financial results the Company will report. These estimates should not be viewed as a substitute for the Company’s full financial statements prepared in accordance with generally accepted accounting principles (“GAAP”). Accordingly, you should not place undue reliance on these preliminary unaudited results.

 

Additionally, the estimates reported in such press release include the presentation of EBITDA, which is a non-GAAP financial measure. In addition to reporting the Company’s financial information using GAAP, management believes that certain non-GAAP measures, including EBITDA, provide investors with important perspectives into the Company’s ongoing business performance. The Company does not intend for the non-GAAP measures to be considered in isolation or as a substitute for the related GAAP measures. Other companies may define and calculate the measures differently than the Company does, limiting the usefulness of the measures for comparison with other companies.

 

All of the estimated preliminary unaudited financial information set forth in such press release has been prepared by and is the responsibility of the Company’s management and has not been audited, reviewed or compiled by the Company’s independent registered public accounting firm, Macias Gini & O’Connell LLP (“MGO”). Accordingly, MGO does not express an opinion or any other form of assurance with respect thereto.

 

The information included herein and in Exhibit 99.1 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 it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 7.01 Regulation FD Disclosure.

 

The information described under Item 2.02 above is incorporated by reference in this Item 7.01.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits:

 

Exhibit No.   Description
99.1*   Press release, dated April 28, 2026.
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.

 

  PODCASTONE, INC.
   
Dated: April 29, 2026 By: /s/ Ryan Carhart
  Name:  Ryan Carhart
  Title: Chief Financial Officer

 

2

 

Exhibit 99.1

 

PodcastOne (Nasdaq: PODC) Anticipates Record FY 2026 Results of $61M+ Revenue and $6.3M+ Adjusted EBITDA*, Up +1,476% YOY

 

FY 2026 Q4: $15M+ Revenue and $2.3M+ Adjusted EBITDA*, Up +175% QoQ

 

LiveOne (Nasdaq: LVO) Has Acquired 2.3M PODC Shares Since Going Public, Bringing Total LVO Ownership to 19.3M PODC Shares

 

LOS ANGELES, April 28, 2026 -- PodcastOne (Nasdaq: PODC), a leading podcast publisher and sales network and subsidiary of LiveOne (Nasdaq: LVO), today announced that it anticipates record financial results for fiscal year 2026.

 

“Fiscal 2026 has been a transformational year for PodcastOne, with anticipated record revenue and profitability driven by disciplined execution and expanding demand for our content and advertising solutions,” said Robert Ellin, Chairman and CEO of LiveOne. “PodcastOne remains focused on scaling its platform, enhancing monetization opportunities, and delivering premium content to a growing global audience.”

 

About PodcastOne, Inc.

 

PodcastOne (NASDAQ: PODC) is a leading podcast platform that provides creators and advertisers with a comprehensive 360-degree solution in sales, marketing, public relations, production, and distribution. PodcastOne has surpassed 3.9 billion total downloads with a community of 200 top podcasters, including Adam Carolla, Kaitlyn Bristowe, Jordan Harbinger, LadyGang, A&E’s Cold Case Files, and Varnamtown. PodcastOne has built a distribution network reaching over 1 billion monthly impressions across all channels, including YouTube, Spotify, Apple Podcasts, and iHeartRadio. PodcastOne is also the parent company of PodcastOne Pro which offers fully customizable production packages for brands, professionals, or hobbyists. For more information, visit www.podcastone.com and follow us on Facebook, Instagram, YouTube, and X at @podcastone.

 

Forward-Looking Statements

 

All statements other than statements of historical facts contained in this press release are “forward-looking statements,” which may often, but not always, be identified by the use of such words as “may,” “might,” “will,” “will likely result,” “would,” “should,” “estimate,” “plan,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “seek,” “continue,” “target” or the negative of such terms or other similar expressions. 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, including: LiveOne’s reliance on its largest OEM customer for a substantial percentage of its revenue; LiveOne’s and PodcastOne’s ability to consummate any proposed financing, acquisition, merger, distribution or other 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, merger, special dividend, distribution or transaction will not occur or whether any such event will enhance shareholder value; PodcastOne’s ability to continue as a going concern; PodcastOne’s ability to attract, maintain and increase the number of its listeners; PodcastOne identifying, acquiring, securing and developing content; 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 covenants; PodcastOne 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; 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 up to the maximum announced amount, and other risks related to such strategy; uncertain and unfavorable outcomes in legal proceedings and/or PodcastOne’s and/or LiveOne’s ability to pay any amounts due in connection with any such legal proceedings; changes in economic conditions; competition; risks and uncertainties applicable to the businesses of PodcastOne, LiveOne and/or LiveOne’s other subsidiaries; and other risks, uncertainties and factors including, but not limited to, those described in PodcastOne’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 2, 2025, PodcastOne’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2025, filed with the SEC on August 14, 2025, and in PodcastOne’s other filings and submissions with the SEC. These forward-looking statements speak only as of the date hereof, and PodcastOne disclaims any obligation to update these statements, except as may be required by law. PodcastOne intends that all forward-looking statements be subject to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.

 

 

 

 

Use of Non-GAAP Financial Measures*

 

To supplement our consolidated financial statements, which are prepared and presented in accordance with the accounting principles generally accepted in the United States of America (“GAAP”), we present Contribution Margin (Loss) and Adjusted Earnings Before Interest Tax Depreciation and Amortization (“Adjusted EBITDA”), which are non-GAAP financial measures, as measures of our performance. The presentation of these non-GAAP financial measures is not intended to be considered in isolation from, or as a substitute for, or superior to, operating loss and or net income (loss) or any other performance measures derived in accordance with GAAP or as an alternative to net cash provided by operating activities or any other measures of our cash flows or liquidity.

 

We use Contribution Margin (Loss) and Adjusted EBITDA to evaluate the performance of our operating segment. We believe that information about these non-GAAP financial measures assists investors by allowing them to evaluate changes in the operating results of our business separate from non-operational factors that affect operating income (loss) and net income (loss), thus providing insights into both operations and the other factors that affect reported results. Adjusted EBITDA is not calculated or presented in accordance with GAAP. A limitation of the use of Adjusted EBITDA as a performance measure is that it does not reflect the periodic costs of certain amortizing assets used in generating revenue in our business. Accordingly, Adjusted EBITDA should be considered in addition to, and not as a substitute for operating income (loss), net income (loss), and other measures of financial performance reported in accordance with GAAP. Furthermore, this measure may vary among other companies; thus, Adjusted EBITDA as presented herein may not be comparable to similarly titled measures of other companies.

 

Contribution Margin (Loss) is defined as Revenue less Cost of Sales before (a) Cost of Sales share-based compensation expense, (b) depreciation, and (c) amortization of developed technology. Adjusted EBITDA is defined as earnings before interest, other (income) expense, income tax expense, depreciation and amortization and before (a) non-cash GAAP purchase accounting adjustments for certain deferred revenue and costs, (b) legal, accounting and other professional fees directly attributable to acquisition activity, (c) employee severance payments and third party professional fees directly attributable to acquisition or corporate realignment activities, (d) certain non-recurring expenses associated with legal settlements or reserves for legal settlements in the period that pertain to historical matters that existed at acquired companies prior to their purchase date and a one-time minimum guarantee to effectively terminate a live events distribution agreement post COVID-19, and (e) certain stock-based compensation expense. Management does not consider these costs to be indicative of our core operating results.

 

With respect to projected full fiscal year 2026 Adjusted EBITDA, quantitative reconciliation is not available without unreasonable efforts due to the high variability, complexity and low visibility with respect to purchase accounting adjustments, acquisition-related charges and legal settlement reserves excluded from Adjusted EBITDA. We expect that the variability of these items to have a potentially unpredictable, and potentially significant, impact on our future GAAP financial results.

 

For more information on these non-GAAP financial measures, please see the tables entitled “Reconciliation of Non-GAAP Measure to GAAP Measure” included at the end of this release.

 

PodcastOne Press Contact:

 

(310) 246-4600

Susan@Guttmanpr.com

 

 

 

Source: View Original Filing on SEC EDGAR

FAQ

What preliminary fiscal 2026 results did PodcastOne (PODC) announce?

PodcastOne anticipates record fiscal 2026 results, with more than $61 million in revenue and over $6 million in Adjusted EBITDA. These figures are preliminary, unaudited estimates and may change once year-end closing procedures and formal GAAP financial statements are completed.

How did PodcastOne’s Q4 2026 preliminary results compare to the prior quarter?

For Q4 2026, PodcastOne projects more than $15 million in revenue and over $2 million in Adjusted EBITDA. The company highlights that Adjusted EBITDA is expected to be up 175% quarter over quarter, indicating strong sequential profitability growth in the period.

Are PodcastOne’s reported fiscal 2026 numbers final or audited?

No. PodcastOne’s fiscal 2026 and Q4 2026 figures are estimated preliminary unaudited results. Management notes that financial closing procedures are not complete, so final audited GAAP results may differ from the estimates presented in the press release and related disclosure.

What non-GAAP measures does PodcastOne (PODC) use in its FY 2026 outlook?

PodcastOne emphasizes Adjusted EBITDA and Contribution Margin (Loss) as key non-GAAP performance measures. These metrics exclude items such as certain acquisition-related costs, legal settlement expenses, stock-based compensation, and purchase accounting adjustments to provide an alternative view of ongoing operating performance.

How fast is PodcastOne’s Adjusted EBITDA expected to grow in fiscal 2026?

PodcastOne’s press release states that fiscal 2026 Adjusted EBITDA is anticipated to exceed $6 million, representing an increase of approximately +1,476% year over year. This would mark a sharp improvement in profitability compared with the prior fiscal year, based on management’s estimates.

What scale does PodcastOne’s platform have in terms of audience and creators?

PodcastOne reports having surpassed 3.9 billion total downloads, supporting a community of about 200 top podcasters. Its distribution network is described as reaching more than 1 billion monthly impressions across major platforms such as YouTube, Spotify, Apple Podcasts, and iHeartRadio.

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