RYTHM (RYM) 2025 results: THC licensing growth but continued heavy losses

Rhea-AI Filing Summary

RYTHM, Inc. reported rapid growth in hemp-derived THC brands alongside continued losses for the quarter and year ended December 31, 2025. Full-year revenue rose to $17,283 thousand from $18 thousand in 2024, while net loss narrowed to $33,257 thousand from $41,746 thousand.

In the fourth quarter, revenue reached $10,660 thousand, and the company highlighted licensing revenue of $7.0 million contributing to an approximate 75% gross margin. Weighted average shares outstanding nearly doubled year over year, reflecting a larger equity base.

RYTHM ended 2025 with $32,218 thousand of cash and total assets of $106,677 thousand, offset by significant related party and other debt. Net cash used in operating and investing activities was more than covered by financing inflows, resulting in a modest cash increase.

Insights

Equity analyst – consumer & cannabis

RYTHM shows explosive revenue growth but remains heavily loss‑making.

RYTHM, Inc. shifted from negligible revenue in 2024 to $17,283 thousand in 2025, with Q4 revenue of $10,660 thousand. Management attributes this to THC brand expansion and licensing revenue, including a new brand acquisition contributing from November 1, 2025.

Despite this growth, the business is still deeply unprofitable. Operating loss from continuing operations was $32,336 thousand in 2025 and net loss $33,257 thousand. Cash flow from operations was negative $23,537 thousand, and the company relied on $79,660 thousand of financing cash to fund $55,075 thousand of investing outflows.

The balance sheet shows $32,218 thousand of cash against sizeable related party debt of $72,000 thousand and other long-term borrowings. Future performance will depend on sustaining high-margin licensing revenue, controlling operating costs, and navigating regulatory risks highlighted for hemp-derived THC products, including the potential November 2026 federal prohibition effective date.

false 0001800637 0001800637 2026-03-03 2026-03-03 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of report (Date of earliest event reported): March 3, 2026

RYTHM, INC.

(Exact name of registrant as specified in its charter)

Nevada		001-39946		30-0943453
(State or other jurisdiction		(Commission File Number)		(IRS Employer
of incorporation)				Identification No.)

2220 Hicks Road, Suite 210
Rolling Meadows, IL		60068
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (855) 420-0020

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001 per share		RYM		Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition.

On March 3, 2026, RYTHM, Inc. (the “Company”) issued a press release announcing financial results for the quarter and year ended December 31, 2025. A copy of the release is attached as Exhibit 99.1.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, is not deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section. This information will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates them by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Title
99.1		Press Release of RYTHM, Inc. dated March 3, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	RYTHM, INC.
Date: March 3, 2026	By:	/s/ Brad Asher
		Brad Asher
		Chief Financial Officer

2

Exhibit 99.1

RYTHM, Inc. Reports Fourth Quarter and Full Year 2025 Results

ROLLING MEADOWS, IL, March 3, 2026 (GLOBE NEWSWIRE) RYTHM, Inc. (Nasdaq: RYM) (“RYTHM” or the “Company”), which delivers well-being to consumers through its portfolio of iconic brands and hemp-derived THC products including Señorita THC Margaritas, incredibles, and RYTHM Beverages, today announced financial results for the fourth quarter and full year ended December 31, 2025.

Highlights for the fourth quarter ended December 31, 2025:

● Revenue from continuing operations of $10.7 million, up 164% from $4.0 million in the prior quarter.

● Gross Profit from continuing operations of $8.0 million or 75% of revenue, up from $1.4 million or 34% of revenue in the prior quarter.  

● Operating loss from continuing operations of $12.9 million, primarily driven by an $8.5 million non-cash impairment charge.

● Cash balance of $32.2 million.

● At year end, the Company had approximately 2.1 million shares outstanding, as well as warrants convertible into 10.9 million shares, and 3.0 million shares issuable upon conversion of convertible notes (excluding interest).

Highlights for the year ended December 31, 2025:

● Acquired portfolio of brand intellectual property including RYTHM, Dogwalkers, incredibles, Beboe, and others.

● Generated $7.8 million in licensing fees by licensing brands to cannabis operator Green Thumb Industries.

● Established a beverage retail footprint of over 6,000 locations across 18 states.

● Secured placement of Señorita THC Margaritas in over 800 Circle K stores as part of the largest U.S. convenience store rollout of hemp-derived THC beverages to date.

● Launched Señorita THC Margaritas and RYTHM Beverages at Chicago’s United Center through a multi-year partnership, making the brands the first THC beverages available at a major U.S. arena.

Management Commentary

“2025 was a transformational year for RYTHM, Inc., marked by a new name, a new ticker, and a new strategic direction as we expanded our role in the THC category, with RYTHM, Dogwalkers, and Señorita leading the way,” said Chairman and Interim CEO Ben Kovler.

“We exited the year with fourth quarter licensing revenue of $7.0 million, which was a key contributor to the Company’s total gross margins of approximately 75% for the quarter. The licensing revenue from our most recent brand acquisition began November 1, resulting in two months of contribution reflected in the fourth quarter.

“THC has faced persistent structural and regulatory headwinds, but consumer demand continues to rise. We believe consumers deserve access to safe, high-quality THC products where they already live, shop, and gather, and we have worked relentlessly to make that a reality. In a historic first, we launched a partnership with Chicago’s United Center, making Señorita and RYTHM the first THC beverages to be offered at a major U.S. arena. Bringing THC to the nation’s largest live arena is a powerful example of real progress with a world-class partner who recognizes evolving consumer demand.

“Even as federal policy continues to lag consumer reality, we remain focused on providing consumers with iconic brands they trust. Our brands are performing extremely well across diverse U.S. markets at a time when THC consumption continues to grow and Americans just say no to alcohol. As the hemp and cannabis market continues to evolve globally, owning leading U.S. brands provides long-term strategic value.”

About Us

RYTHM, Inc.’s portfolio of hemp-derived THC products delivers well-being to millions of Americans every year, and its brands are among the most recognized and trusted names in the cannabis and hemp industries, including RYTHM, incredibles, Dogwalkers, Beboe, Señorita THC Margaritas, &Shine, Doctor Solomon’s and Good Green. RYTHM, Inc. products are rooted in quality, safety and innovation and are available in thousands of physical locations and online channels. The Company is deeply committed to shaping THC experiences that enhance the daily lives of American consumers. Learn more and explore the full brand portfolio at www.RYTHMinc.com.

2

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 concerning RYTHM, Inc. and other matters. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements including, without limitation, statements regarding future financial results, regulatory trends, potential annual licensing revenue, continued momentum for hemp-derived beverages, and potential trends in the hemp-derived beverage and alcohol markets. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of these terms or other similar expressions. The forward-looking statements in this press release are only predictions. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our business, financial condition and results of operations. Forward-looking statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. You should carefully consider the risks and uncertainties that affect our business, including the risk that Congress does not amend or repeal the pending federal prohibition on hemp-derived THC products prior to its November 2026 effective date as well as those described in our filings with the Securities and Exchange Commission (“SEC”), including under the caption “Risk Factors” in our most recent Annual Report on Form 10-K, which can be obtained on the SEC website at www.sec.gov. These forward-looking statements speak only as of the date of this communication. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements, whether as a result of any new information, future events or otherwise. You are advised, however, to consult any further disclosures we make on related subjects in our public announcements and filings with the SEC.

Investor Contact

IR@RYTHMinc.com

Media Contact

Media@RYTHMinc.com

3

RYTHM, Inc.

Highlights from Unaudited Condensed Consolidated Statements of Operations

For the Three and Twelve Months Ended December 31, 2025 and 2024

(Amounts Expressed in Thousands of United States Dollars, Except for Share Amounts)

		Twelve months ended December 31,								Three months ended December 31,
		2025				2024				2025				2024
										(Unaudited)				(Unaudited)
Revenue		$	17,283			$	18			$	10,660			$	18
Cost of goods sold			7,093				89				2,617				89
Gross profit			10,190				(71	)			8,043				(71	)
Operating expenses			42,526				5,002				20,992				3,387
Operating loss from continuing operations			(32,336	)			(5,073	)			(12,949	)			(3,458	)
Other expense, net			(2,404	)			(18,158	)			(679	)			(2,490	)
Loss from continuing operations before income taxes			(34,740	)			(23,231	)			(13,628	)			(5,948	)
Income tax provision			—				2				—				—
Loss from continuing operations, net of income taxes			(34,740	)			(23,229	)			(13,628	)			(5,948	)
(Loss) income from discontinued operations, net of income taxes			1,483				(18,517	)			22				(18,413	)
Net loss		$	(33,257	)		$	(41,746	)		$	(13,606	)		$	(24,361	)
Basic and diluted (loss) income per share
Continuing operations		$	(17.42	)		$	(22.77	)		$	(6.63	)		$	(3.74	)
Discontinued operations			0.74				(18.15	)			0.01				(11.58	)
Net loss per share attributable to Common Stockholders – basic and diluted (1)		$	(16.68	)		$	(40.92	)		$	(6.62	)		$	(15.32	)
Weighted average common shares outstanding - basic and diluted (1)			1,993,947				1,020,185				2,054,242				1,589,453

¹ Periods presented have been adjusted to retroactively reflect the 1-for-15 reverse stock split on October 8, 2024. Additional information regarding reverse stock splits may be found in Note 1 – Overview, Basis of Presentation, and Significant Accounting Policies, included in the notes to the condensed consolidated financial statements.

4

RYTHM, Inc.

Highlights from Unaudited Condensed Consolidated Balance Sheet

(Amounts Expressed in Thousands of United States Dollars)

		As of December 31,
		2025
Cash and cash equivalents		$	32,218
Other current assets			15,332
Goodwill			9,713
Intangible assets and related party prepaid license rights			49,400
Non-current assets associated with discontinued operations			14
Total assets		$	106,677
Accounts payable and accrued expenses		$	10,257
Related party debt, current			27,000
Long-term debt, current			3,621
Current liabilities associated with discontinued operations			2,082
Warrant liabilities			697
Related party debt, net of current			45,000
Long-term debt, net of current			5,000
Total equity			13,020
Total liabilities and equity		$	106,677

5

RYTHM, Inc.

Highlights from Unaudited Condensed Consolidated Statement of Cash Flows

(Amounts Expressed in Thousands of United States Dollars)

(In thousands)		December 31, 2025				December 31, 2024
Net cash (used in) provided by:
Operating activities		$	(23,537	)		$	(11,583	)
Investing activities			(55,075	)			(54	)
Financing activities			79,660				42,373
Net increase in cash and cash equivalents		$	1,048			$	30,736

6

FAQ

How did RYTHM (RYM) perform financially in full-year 2025?

RYTHM generated full-year 2025 revenue of $17,283 thousand, up sharply from $18 thousand in 2024, while net loss narrowed to $33,257 thousand from $41,746 thousand. This reflects rapid scaling of THC brands but continued heavy losses.

What were RYTHM (RYM) fourth quarter 2025 results?

In Q4 2025, RYTHM reported revenue of $10,660 thousand versus $18 thousand in Q4 2024 and a net loss of $13,606 thousand versus $24,361 thousand. Licensing revenue of $7.0 million drove approximately 75% gross margin in the quarter.

What is RYTHM (RYM)’s cash and debt position at December 31, 2025?

At December 31, 2025, RYTHM held $32,218 thousand in cash and cash equivalents and total assets of $106,677 thousand. Liabilities included related party debt totaling $72,000 thousand and other current and long-term debt, with total equity reported at $13,020 thousand.

How did RYTHM (RYM) use cash flows in 2025?

During 2025, RYTHM used $23,537 thousand in operating cash and $55,075 thousand in investing cash, while financing activities provided $79,660 thousand. Overall, cash and cash equivalents increased by $1,048 thousand, reflecting reliance on financing to support operations and investments.

What strategic developments did RYTHM (RYM) highlight for 2025?

Management emphasized 2025 as a transformational year featuring a new name, ticker, and strategic direction in THC. They cited strong performance from brands like RYTHM and Señorita and a notable partnership with Chicago’s United Center to offer THC beverages at a major U.S. arena.

What key regulatory risk does RYTHM (RYM) mention for hemp-derived THC?

RYTHM notes risk that Congress may not amend or repeal a pending federal prohibition on hemp-derived THC products before its November 2026 effective date. The company highlights that such regulatory outcomes could materially affect its business, alongside other risks described in its SEC filings.

Filing Exhibits & Attachments

4 documents

Press Releases

• EX-99.1 PRESS RELEASE OF RYTHM, INC. DATED MARCH 3, 2026 52.2 KB

Other Documents

• EX-101 XBRL SCHEMA FILE 2.9 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB