RIME director receives new stock and option grants

Algorhythm Holdings, Inc. director Bernardo Melo reported receiving new equity awards as part of his compensation.

Rhea-AI Filing Summary

Algorhythm Holdings, Inc. director Bernardo Melo reported receiving new equity awards as part of his compensation. He was granted a restricted stock award covering 19,532 shares of common stock under the company’s 2022 Equity Incentive Plan, which vests in equal quarterly installments over one year from the grant date.

He was also granted a non-qualified stock option to purchase 39,063 shares of common stock at an exercise price of $1.28 per share, expiring in 2035. These options vest and become exercisable in equal quarterly installments over one year, and there were no open-market purchases or sales reported.

Insider Trade Summary

Grant/Award: 58,595 shares

Grant/Award 2 txns

Insider MELO BERNARDO

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 options granted: 39,063 shares Option exercise price: $1.28 per share +5 more

8 metrics

Restricted stock award 19,532 shares Contingent right to common stock under 2022 Equity Incentive Plan

Stock options granted 39,063 shares Non-qualified stock option grant under 2022 Equity Incentive Plan

Option exercise price $1.28 per share Exercise price for 39,063-share non-qualified stock option

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

RSA vesting period 1 year Restricted stock vests in equal quarterly installments over one year

Option vesting period 1 year Stock options vest and become exercisable quarterly over one year

Common stock after RSA 19,532 shares Total common shares directly owned following restricted stock award

Options after grant 39,063 options Total option shares directly owned following grant

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

"The reported transaction involved the Reporting Person's receipt of a restricted stock award for 19,532 shares"

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

"The reported transaction involved the Reporting Person's receipt of a non-qualified stock option to purchase 39,063 shares"

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"

contingent right to receive financial

"The RSA represents a contingent right to receive 19,532 shares of the Issuer's common stock"

FAQ

What insider transactions did RIME director Bernardo Melo report on this Form 4?

Director Bernardo Melo reported receiving a restricted stock award and a stock option grant. The filing shows 19,532 shares of restricted stock and options for 39,063 shares, both granted under Algorhythm Holdings’ 2022 Equity Incentive Plan as part of his compensation package.

How many Algorhythm Holdings (RIME) shares are in Bernardo Melo’s new restricted stock award?

The restricted stock award covers 19,532 shares of Algorhythm Holdings common stock. This award represents a contingent right to receive the shares, which will vest in equal quarterly installments over one year from the grant date, subject to the plan’s terms and conditions.

What are the key terms of Bernardo Melo’s new stock options in Algorhythm Holdings (RIME)?

Melo received non-qualified stock options to purchase 39,063 Algorhythm Holdings common shares at an exercise price of $1.28 per share. These options were granted under the 2022 Equity Incentive Plan and expire in 2035, vesting in equal quarterly installments over one year.

Are Bernardo Melo’s RIME equity awards immediately vested or subject to a schedule?

Both the restricted stock award and the stock options are subject to a vesting schedule. Each award vests in equal quarterly installments over one year from the grant date, meaning portions become earned each quarter rather than all at once.

Did the RIME Form 4 show any open-market buying or selling by Bernardo Melo?

The filing did not report any open-market purchases or sales. Instead, it showed compensation-related grants: a restricted stock award for 19,532 shares and non-qualified stock options for 39,063 shares, both recorded at a transaction price of $0.00 per share.

Under which plan were Bernardo Melo’s new RIME equity awards granted?

Both the restricted stock award and the non-qualified stock option were granted under the Algorhythm Holdings, Inc. 2022 Equity Incentive Plan. This plan governs the terms, including vesting schedules and conditions for receiving or exercising the awarded shares.

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Accepted by SEC EDGAR 03/31/2026 - 06:23 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^*

MELO BERNARDO

(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/ Bernardo Melo	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)