PodcastOne, Inc. filings document the public-company disclosures of a Nasdaq-listed podcast network and media platform. Its 8-K reports cover operating and financial results, preliminary unaudited financial updates, Regulation FD corporate presentations, and material-event disclosures tied to its podcast sales and distribution business.
The filings also identify PodcastOne’s common stock on The Nasdaq Capital Market, emerging growth company status, governance matters, executive officer changes, shareholder voting matters, and capital-structure disclosures. These records describe formal reporting events for the company and its relationship with parent company LiveOne.
Reporting person: D. Jonathan Merriman, a director of PodcastOne, Inc. (PODC). The filing reports a purchase on 08/21/2025 of 5,700 shares of common stock at $1.49 per share. After the transaction the reporting person beneficially owns 221,279 shares in the aggregate indirectly through a family trust, plus 5,200 shares held in a custodial account for his son, and directly owns 216,452 shares.
The filing notes shared voting and dispositive power over the trust shares and custodial account, with disclaimed beneficial ownership except for pecuniary interest. The form is signed and dated 08/25/2025.
PodcastOne, Inc. furnished an investor-focused corporate presentation as an exhibit to a current report. The company plans to use this Corporate Presentation with the investment community and at industry and other conferences.
The presentation, filed as Exhibit 99.1 under a Regulation FD disclosure, is expressly treated as "furnished" rather than "filed," limiting certain liability and incorporation effects under federal securities laws. The company notes that the presentation includes forward-looking statements and highlights numerous business risks, including dependence on LiveOne relationships, financing and transaction uncertainties, going concern considerations for PodcastOne, competitive pressures, legal proceedings, and other risks described in its recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q.
LiveOne, Inc. reports direct beneficial ownership of 19,761,050 shares of PodcastOne, Inc., representing approximately 71.8% of the outstanding common stock, comprised of 18,661,050 shares and 1,100,000 warrants. LiveOne acquired PodcastOne in 2020, completed a spin-out/direct listing in 2023, and has since settled intercompany balances into additional shares including 237,113 shares received on June 11, 2025. On May 19, 2025 LiveOne sold senior secured convertible debentures with $16.75M principal (sold for $15.25M cash) that accrue interest at 11.75%, are convertible at $2.10 per share, and are secured by liens on LiveOne and certain subsidiaries, including PodcastOne assets. LiveOne states it holds the shares for investment and may evaluate strategic actions, including potential sales, further financings or other transactions.
PodcastOne, Inc. (PODC) reported interim consolidated results showing 26,316,762 shares outstanding as of June 30, 2025 and a parent-subsidiary relationship with LiveOne, Inc., which acquired PodcastOne in 2020 and holds ~71% of outstanding shares. The financials reflect a push-down allocation of net assets of $16.1 million from the acquisition. The company has an accumulated deficit of $37.1 million and working capital of $1.2 million as of June 30, 2025, and management states these conditions raise substantial doubt about the company’s ability to continue as a going concern within one year. Related-party balances with LiveOne were $0.4 million. The company recognized $1.4 million of revenue from a new agreement with ART19 during the quarter and recorded no goodwill impairments. Debt arrangements and conversion transactions related to LiveOne and convertible debentures are disclosed, including conversion mechanics and redemption/prepayment provisions.
PodcastOne, Inc. (PODC) furnished press releases announcing operating and financial highlights and results for the first quarter ended June 30, 2025. The registrant states it issued a press release dated August 13, 2025 reporting those results and operating highlights and separately issued a press release dated August 11, 2025 announcing a conference call and audio webcast to discuss the quarter on August 13, 2025.
The filing lists Exhibits 99.1 and 99.2 as the furnished press releases and notes that the information is furnished, not filed, and therefore is not incorporated by reference in other filings. No financial metrics, revenue or profit figures are included in this 8-K itself.
PodcastOne, Inc. (PODC) – Form 4 (filed 07/21/2025)
President Christopher Gray received an initial grant of 700,000 Restricted Stock Units (RSUs) on 06/27/2025 under his Employment Agreement effective 06/01/2025. The RSUs convert to common stock 1-for-1 and carry no exercise price.
Time-based vesting: 175,000 RSUs vest every six months, with full vesting after two years.
Performance accelerators: Each one-third tranche may vest sooner if the stock trades at or above $3.50, $5.00, and $10.00 respectively for 90 consecutive days during the agreement term.
Acceleration events: Immediate vesting on change of control, death, disability, or EA termination.
Following the grant, Gray beneficially owns 700,000 derivative securities and no change to his reported non-derivative holdings was disclosed. No purchase or sale of existing shares occurred; the filing records only the new RSU award. Potential share issuance represents dilution if vesting conditions are met but also strengthens alignment between executive compensation and shareholder value.