PodcastOne director granted 32,911 RSUs

Berk James reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Berk James reported acquisition or exercise transactions in this Form 4 filing.

PodcastOne, Inc. director James Berk received a grant of 32,911 Restricted Stock Units (RSUs) as director fees for serving on the board from October 1, 2024 to September 30, 2025. The RSUs vested on March 31, 2026, with each unit representing a right to one share of common stock or its cash value. The board will decide whether payout is in cash, stock, or a mix, and Berk may defer settlement until leaving the board or up to five years after vesting.

Insider Trade Summary

Grant/Award: 32,911 shares

Grant/Award 1 txn

Insider Berk James

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	32,911	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 32,911 contracts (Direct)

Footnotes (1)

1. F1. The Restricted Stock Units (the "RSUs") were granted to the Reporting Person as director fees for service on the Issuer's board of directors (the "Board") for the period from October 1, 2024 to September 30, 2025. The RSUs vested on March 31, 2026. Each RSU represents a contingent right to receive one share of the Issuer's common stock or the cash value thereof. The Board, in its sole discretion, will determine in accordance with the terms and conditions of the Issuer's 2022 Equity Incentive Plan the form of payout of the RSUs (cash and/or stock). The Reporting Person shall have the option to defer the settlement of the RSUs until the earlier of such time as the Reporting Person is no longer serving on the Board or up to five years from the vesting date.

Key Figures

RSU grant size: 32,911 units Grant price: $0.00 per unit Shares underlying RSUs: 32,911 shares +3 more

6 metrics

RSU grant size 32,911 units Director fees for October 1, 2024 to September 30, 2025

Grant price $0.00 per unit Equity compensation, not a market purchase

Shares underlying RSUs 32,911 shares Common Stock, $0.00001 par value, underlying the RSUs

Vesting date March 31, 2026 RSUs vested on this date

Service period covered October 1, 2024 – September 30, 2025 Board service period tied to the RSU grant

Deferral period limit Up to 5 years Maximum deferral from vesting date for RSU settlement

Key Terms

Restricted Stock Units, director fees, 2022 Equity Incentive Plan, contingent right, +1 more

5 terms

Restricted Stock Units financial

"The Restricted Stock Units (the "RSUs") were granted to the Reporting Person as director fees"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

director fees financial

"were granted to the Reporting Person as director fees for service on the Issuer's board of directors"

2022 Equity Incentive Plan financial

"in accordance with the terms and conditions of the Issuer's 2022 Equity Incentive Plan"

contingent right financial

"Each RSU represents a contingent right to receive one share of the Issuer's common stock or the cash value thereof"

settlement of the RSUs financial

"The Reporting Person shall have the option to defer the settlement of the RSUs"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did PodcastOne (PODC) director James Berk receive in this Form 4?

James Berk received a grant of 32,911 Restricted Stock Units as director fees. These RSUs are compensation for his service on PodcastOne’s board and are not open‑market share purchases or sales by the director.

What period of service do the 32,911 RSUs for PodcastOne (PODC) cover?

The 32,911 RSUs were granted as director fees for service on the board from October 1, 2024 to September 30, 2025. This ties the equity award directly to one full year of board service.

When did James Berk’s PodcastOne (PODC) RSUs vest and what do they represent?

The RSUs vested on March 31, 2026 and each unit represents a contingent right to receive one share of PodcastOne common stock or its cash value. Actual payout form will be determined later by the board.

Is the RSU grant to the PodcastOne (PODC) director a market transaction?

No, the RSU grant is a compensation award under the 2022 Equity Incentive Plan. It does not involve Berk buying or selling shares in the market; it reflects stock-based director fees approved by the company.

Can the PodcastOne (PODC) director defer settlement of his RSUs?

Yes. The director may defer settlement of the RSUs until he is no longer serving on the board or up to five years from the vesting date. This flexibility affects when he actually receives cash or stock.

Who decides if PodcastOne (PODC) RSUs pay out in cash or stock?

PodcastOne’s board of directors makes that decision at settlement. Under the 2022 Equity Incentive Plan, the board can choose cash, stock, or a combination, affecting dilution and how the director ultimately receives value.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/08/2026 - 08:59 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Berk James

(Last) (First) (Middle)

C/O PODCASTONE, INC.

345 NORTH MAPLE DRIVE, SUITE 295

(Street)

BEVERLY HILLS CALIFORNIA 90210

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
PodcastOne, Inc. [ PODC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	03/09/2026		A		32,911		(1)	(1)	Common Stock, $0.00001 par value	32,911	$0	32,911	D

Explanation of Responses:

1. The Restricted Stock Units (the "RSUs") were granted to the Reporting Person as director fees for service on the Issuer's board of directors (the "Board") for the period from October 1, 2024 to September 30, 2025. The RSUs vested on March 31, 2026. Each RSU represents a contingent right to receive one share of the Issuer's common stock or the cash value thereof. The Board, in its sole discretion, will determine in accordance with the terms and conditions of the Issuer's 2022 Equity Incentive Plan the form of payout of the RSUs (cash and/or stock). The Reporting Person shall have the option to defer the settlement of the RSUs until the earlier of such time as the Reporting Person is no longer serving on the Board or up to five years from the vesting date.

	/s/ James Berk	04/08/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)