Algorhythm director granted options and stock

Algorhythm Holdings, Inc. director Thorn Scott received new equity compensation in the form of stock options and restricted stock.

Rhea-AI Filing Summary

Algorhythm Holdings, Inc. director Thorn Scott received new equity compensation in the form of stock options and restricted stock. On the grant date, he was awarded a non-qualified stock option covering 39,063 shares of common stock at an exercise price of $1.28 per share, expiring on November 20, 2035. These options vest and become exercisable in equal quarterly installments over one year. He also received a restricted stock award for 19,532 shares of common stock, which likewise vests in equal quarterly installments over one year. Both awards were granted under the company’s 2022 Equity Incentive Plan and represent compensation grants, not open-market purchases or sales.

Insider Trade Summary

Grant/Award: 58,595 shares

Grant/Award 2 txns

Insider Thorn Scott

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (right to buy)	39,063	$0.00	$0.00
Grant/Award	Common Stock	19,532	$0.00	$0.00

Holdings After Transaction: Stock Option (right to buy) — 39,063 contracts (Direct); Common Stock — 19,532 shares (Direct)

Footnotes (3)

1. F1. The reported transaction involved the Reporting Person's receipt of a restricted stock award for 19,532 shares of the Issuer's common stock (the "RSA"). The RSA was granted pursuant to the Algorhythm Holdings, Inc. 2022 Equity Incentive Plan. The RSA represents a contingent right to receive 19,532 shares of the Issuer's common stock. The RSA vests in equal quarterly installments over a period of one year from the date of grant.
2. F2. The reported transaction involved the Reporting Person's receipt of a non-qualified stock option to purchase 39,063 shares of the Issuer's common stock. The option was granted pursuant to the Algorhythm Holdings, Inc. 2022 Equity Incentive Plan.
3. F3. The shares subject to the non-qualified stock option vest and become exercisable in equal quarterly installments over a period of one (1) year from the date of grant.

Key Figures

Restricted stock award: 19,532 shares Stock option size: 39,063 shares Option exercise price: $1.28 per share +2 more

5 metrics

Restricted stock award 19,532 shares Common stock RSA granted to director Thorn Scott

Stock option size 39,063 shares Non-qualified stock option underlying common shares

Option exercise price $1.28 per share Strike price of non-qualified stock option

Option expiration November 20, 2035 Expiration date of non-qualified stock option

Vesting schedule Quarterly over 1 year Applies to both RSA and option from grant date

Key Terms

restricted stock award, non-qualified stock option, 2022 Equity Incentive Plan, vests in equal quarterly installments, +1 more

5 terms

restricted stock award financial

"receipt of a restricted stock award for 19,532 shares of the Issuer's common stock"

A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.

non-qualified stock option financial

"receipt of a non-qualified stock option to purchase 39,063 shares of the Issuer's common stock"

A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.

2022 Equity Incentive Plan financial

"The RSA was granted pursuant to the Algorhythm Holdings, Inc. 2022 Equity Incentive Plan"

vests in equal quarterly installments financial

"The RSA vests in equal quarterly installments over a period of one year"

exercise price financial

"conversion_or_exercise_price": "1.2800""

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

FAQ

What equity awards did Algorhythm (RIME) director Thorn Scott receive?

Director Thorn Scott received a restricted stock award for 19,532 shares of Algorhythm common stock and a non-qualified stock option for 39,063 shares. Both awards were granted as equity compensation under the company’s 2022 Equity Incentive Plan.

What is the exercise price and term of Thorn Scott’s new stock options at Algorhythm (RIME)?

The non-qualified stock option granted to Thorn Scott has an exercise price of $1.28 per share and expires on November 20, 2035. This gives him the right to buy 39,063 Algorhythm common shares at that price until the option’s expiration date.

How do Thorn Scott’s Algorhythm (RIME) restricted stock and options vest?

Both the restricted stock award and the non-qualified stock option granted to Thorn Scott vest in equal quarterly installments over one year from the grant date. This means portions of the awards become earned and, for options, exercisable each quarter.

Are Thorn Scott’s Algorhythm (RIME) Form 4 transactions open-market buys or sells?

The reported Form 4 transactions are grants of equity compensation, not open-market trades. Thorn Scott acquired a restricted stock award and a non-qualified stock option at $0.00 per share grant price, reflecting compensation rather than discretionary buying or selling in the market.

How many Algorhythm (RIME) shares does Thorn Scott hold after these grants?

After the reported grants, Thorn Scott directly holds 19,532 shares of Algorhythm common stock from the restricted stock award and has a stock option covering 39,063 underlying shares. These positions reflect his equity-based compensation from the company.

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Accepted by SEC EDGAR 03/31/2026 - 06:28 AM 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^*

Thorn Scott

(Last) (First) (Middle)

C/O ALGORHYTHM HOLDINGS, INC.

6301 NW 5TH WAY, SUITE 2900

(Street)

FORT LAUDERDALE FLORIDA 33309

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Algorhythm Holdings, Inc. [ RIME ]

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)
11/20/2025

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
Common Stock	11/20/2025		A(1)		19,532	A	$0	19,532	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
Stock Option (right to buy)(2)	$1.28	11/20/2025		A		39,063		(3)	11/20/2035	Common Stock	39,063	$0	39,063	D

Explanation of Responses:

1. The reported transaction involved the Reporting Person's receipt of a restricted stock award for 19,532 shares of the Issuer's common stock (the "RSA"). The RSA was granted pursuant to the Algorhythm Holdings, Inc. 2022 Equity Incentive Plan. The RSA represents a contingent right to receive 19,532 shares of the Issuer's common stock. The RSA vests in equal quarterly installments over a period of one year from the date of grant.

2. The reported transaction involved the Reporting Person's receipt of a non-qualified stock option to purchase 39,063 shares of the Issuer's common stock. The option was granted pursuant to the Algorhythm Holdings, Inc. 2022 Equity Incentive Plan.

3. The shares subject to the non-qualified stock option vest and become exercisable in equal quarterly installments over a period of one (1) year from the date of grant.

	/s/ Scott Thorn	03/30/2026
	** 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)