LiveOne (PODC holder) lifts PodcastOne stake to 19.2M shares

Rhea-AI Filing Summary

LiveOne, Inc., a more than 10% owner of PodcastOne, Inc. (PODC), reported acquiring additional common shares in two zero-price transactions. On September 11, 2025, LiveOne acquired 347,305 shares of PodcastOne common stock, and on January 22, 2026, it acquired a further 186,636 shares. After these transactions, LiveOne directly beneficially owned 19,194,991 shares of PodcastOne common stock. According to the footnote, the shares were acquired via settlement of PodcastOne’s intercompany balances with LiveOne, meaning they reflect an internal balance-settlement rather than an open-market purchase.

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

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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^*

LiveOne, Inc.

(Last) (First) (Middle)

269 SOUTH BEVERLY DRIVE, SUITE 1450

(Street)

BEVERLY HILLS CA 90212

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025

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

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

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

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
Common Stock, $0.00001 par value	09/11/2025		A		347,305	A	(1)	19,008,355	D
Common Stock, $0.00001 par value	01/22/2026		A		186,636	A	(1)	19,194,991	D

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

Explanation of Responses:

1. Represents shares of the Issuer's common stock acquired by the Reporting Person via settlement of the Issuer's intercompany balances.

	LiveOne, Inc. By: /s/ Ryan Carhart, CFO	01/23/2026
	** 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).
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FAQ

Who is the reporting person in this PodcastOne (PODC) Form 4?

The reporting person is LiveOne, Inc., which is identified as a more than 10% owner of PodcastOne, Inc. (PODC). The filing is signed for LiveOne by its CFO, Ryan Carhart.

How many PodcastOne (PODC) shares did LiveOne acquire in this Form 4?

LiveOne reported acquiring 347,305 PodcastOne common shares on September 11, 2025 and 186,636 shares on January 22, 2026, all as non-derivative common stock.

What is LiveOne’s total PodcastOne (PODC) ownership after these transactions?

Following the reported transactions, LiveOne directly beneficially owned 19,194,991 shares of PodcastOne common stock, according to the Form 4.

At what price were the PodcastOne (PODC) shares acquired by LiveOne?

The Form 4 shows a per-share price of $0.00 for both acquisitions, indicating no cash price was paid for these specific share issuances.

How were the PodcastOne (PODC) shares acquired according to the Form 4 footnote?

The footnote explains that the reported shares represent PodcastOne common stock acquired by LiveOne via settlement of the issuer's intercompany balances, rather than through market purchases.

Are these PodcastOne (PODC) transactions direct or indirect holdings for LiveOne?

The Form 4 lists the ownership form as Direct (D) for the reported holdings, meaning LiveOne holds the PodcastOne shares directly.