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Form 8-K

sec.gov

8-K — PodcastOne, Inc.

Accession: 0001213900-26-071314

Filed: 2026-06-24

Period: 2026-06-24

CIK: 0001940177

SIC: 7370 (SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC.)

Item: Results of Operations and Financial Condition

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — ea0295773-8k_podcastone.htm (Primary)

EX-99.1 — PRESS RELEASE, DATED JUNE 24, 2026 (ea029577301ex99-1.htm)

EX-99.2 — PRESS RELEASE, DATED JUNE 17, 2026 (ea029577301ex99-2.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — CURRENT REPORT

8-K (Primary)

Filename: ea0295773-8k_podcastone.htm · Sequence: 1

false

0001940177

0001940177

2026-06-24

2026-06-24

iso4217:USD

xbrli:shares

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xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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):

June 24, 2026

PODCASTONE, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-41795

35-2503373

(State or other jurisdiction

of incorporation)

(Commission File Number)

(I.R.S. Employer

Identification No.)

345 North Maple Drive, Suite 295

Beverly Hills, CA 90210

(Address of principal executive offices) (Zip Code)

(310) 858-0888

(Registrant’s telephone number, including

area code)

n/a

(Former name or former address, if changed since

last report.)

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 (see General

Instruction A.2. below):

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, $0.00001 par value per share

PODC

The 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 June 24, 2026, PodcastOne,

Inc. (the “Company”) issued a press release announcing its operating and financial highlights and results for the fourth quarter

and fiscal year ended March 31, 2026. A copy of the press release is attached hereto as Exhibit 99.1.

The information included

herein and in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,

as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated

by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except

as expressly set forth by specific reference in such a filing.

Item 7.01 Regulation

FD Disclosure.

On

June 17, 2026, the Company issued a press release announcing that it plans to hold an investor audio webcast to provide a business update

and discuss its operating and financial results for the fourth quarter and fiscal year ended March 31, 2026 on June 24, 2026. A copy of

the press release is attached hereto as Exhibit 99.2.

The

information included in this Item 7.01 and in Exhibit 99.2 shall not be deemed “filed” for purposes of Section 18 of the Exchange

Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the

Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

Exhibit Number

Description

99.1*

Press release, dated June 24, 2026.

99.2*

Press release, dated June 17, 2026.

104*

Cover Page Interactive Data File (embedded within the Inline XBRL document)

*

Furnished herewith.

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.

PODCASTONE, INC.

Dated: June 24, 2026

By:

/s/ Craig Christensen

Name:

Craig Christensen

Title:

Interim Chief Financial Officer

2

EX-99.1 — PRESS RELEASE, DATED JUNE 24, 2026

EX-99.1

Filename: ea029577301ex99-1.htm · Sequence: 2

Exhibit 99.1

PodcastOne (Nasdaq: PODC) Reports Record Fiscal

2026 Revenue of $61.7M and $6.3M Adjusted EBITDA*,

Q4 Fiscal 2026 Revenue of $15.7M and $1.9M Adjusted EBITDA* up 109% YoY

Cash Balance increased 225% year-over-year to $3.5M

Fiscal 2027 Guidance:

Revenue $68-$75M

Raises Adjusted EBITDA* guidance to $8-$10M

LOS ANGELES, CA, June

24, 2026 -- PodcastOne (Nasdaq: PODC), a leading publisher and podcast sales network, today announced record

financial results for fourth quarter (“Q4 Fiscal 2026”) and fiscal year ended March 31, 2026 (“Fiscal 2026”).

PodcastOne will host a conference call and webcast today, June 24, 2026.

Financial Highlights

Record Q4 Fiscal 2026 Performance

Revenue increased 11% YoY to $15.7 million

Adjusted EBITDA* surged 109% YoY to $1.9 million

Record Fiscal 2026 Performance

Revenue grew 18% YoY to $61.7 million

Adjusted EBITDA* increased 567% YoY to $6.3 million

Operational Highlights

Eliminated all junior debt, strengthening the balance sheet

Continued to focus on cash flow generation, margin expansion, and AI-driven monetization

Expanded distribution footprint across major platforms, including Spotify, Apple Podcasts, YouTube, Amazon, ART19, Paramount, Pluto TV, AT&T, Samsung, LG, and Vizio

Driving growth through PodcastOne.AI, content licensing, advertising, strategic partnerships, and targeted potential M&A initiatives

“Fiscal 2026 was a strong year for PodcastOne as we expanded

our content portfolio, strengthened creator relationships, increased our industry standing, and continued growing our advertising business.

We welcomed new creator partners, renewed many of our flagship shows, advanced to a top seven ranking among US podcast publishers, and

saw strong momentum across our network. With podcast consumption continuing to grow and exciting opportunities ahead, we believe PodcastOne

is well positioned for another year of exciting growth.”

Q4 Fiscal

2026 & Fiscal 2026 vs Q4 Fiscal 2025 & Fiscal 2025 Results Summary (in $000’s, except per share; unaudited)

Three Months Ended

Year Ended

March 31

March 31

2026

2025

2026

2025

Revenue

$ 15,665

$ 14,097

$ 61,671

$ 52,119

Operating income (loss)

$ (460 )

$ (2,324 )

$ (2,642 )

$ (6,434 )

Total other income (expense)

$ (1 )

$ -

$ (2 )

$ -

Net income (loss)

$ (461 )

$ (2,336 )

$ (2,644 )

$ (6,458 )

Adjusted EBITDA*

$ 1,853

$ (1,152 )

$ 6,305

$ (501 )

Net income (loss) per share basic and diluted

$ (0.02 )

$ (0.09 )

$ (0.10 )

$ (0.26 )

Fiscal 2027 Guidance

PodcastOne’s guidance for Fiscal 2027, is

for revenue to increase to $68-$75 million and drive expected Adjusted EBITDA* of $8-10 million.

Q4 Fiscal 2026 Earnings Conference Call and Webcast:

Date:

Wednesday, June 24, 2026

Time:

12:30 p.m. Eastern Time (9:30 a.m. Pacific Time)

Webcast Link:

https://events.q4inc.com/attendee/795843010

Dial-in:

+1 (833) 461-5787

International Dial-in:

+44 (808) 196 8935

Conference Code:

795 843 010

About PodcastOne, Inc.

PodcastOne (NASDAQ: PODC) is a leading podcast

platform that provides creators and advertisers with a comprehensive 360-degree solution in sales, marketing, public relations, production,

and distribution. PodcastOne has surpassed 3.9 billion total downloads with a community of 200 top podcasters, including Adam Carolla,

Kaitlyn Bristowe, Jordan Harbinger, LadyGang, A&E’s Cold Case Files, and Varnamtown. PodcastOne has built a distribution network

reaching over 1 billion monthly impressions across all channels, including YouTube, Spotify, Apple Podcasts, and iHeartRadio. PodcastOne

is also the parent company of PodcastOne

Pro which offers fully customizable production packages for brands, professionals, or hobbyists. For more information, visit www.podcastone.com and

follow us on Facebook, Instagram, YouTube,

and X at

@podcastone.

Forward-Looking Statements

All statements other than statements of historical

facts contained in this press release are “forward-looking statements,” which may often, but not always, be identified by

the use of such words as “may,” “might,” “will,” “will likely result,” “would,”

“should,” “estimate,” “plan,” “project,” “forecast,” “intend,”

“expect,” “anticipate,” “believe,” “seek,” “continue,” “target”

or the negative of such terms or other similar expressions. These statements involve known and unknown risks, uncertainties and other

factors, which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements,

including: LiveOne’s reliance on its largest OEM customer for a substantial percentage of its revenue; LiveOne’s and PodcastOne’s

ability to consummate any proposed financing, acquisition, merger, distribution or other transaction, the timing of the consummation of

any such proposed event, including the risks that a condition to the consummation of any such event would not be satisfied within the

expected timeframe or at all, or that the consummation of any proposed financing, acquisition, merger, special dividend, distribution

or transaction will not occur or whether any such event will enhance shareholder value; PodcastOne’s ability to continue as a going

concern; PodcastOne’s ability to attract, maintain and increase the number of its listeners; PodcastOne identifying, acquiring,

securing and developing content; LiveOne’s intent to repurchase shares of its and/or PodcastOne’s common stock from time to

time under LiveOne’s announced stock repurchase program and the timing, price, and quantity of repurchases, if any, under the program;

LiveOne’s ability to maintain compliance with certain financial and other covenants; PodcastOne successfully implementing its growth

strategy, including relating to its technology platforms and applications; management’s relationships with industry stakeholders;

LiveOne’s ability to repay its indebtedness when due; LiveOne’s ability to satisfy the conditions for closing on its announced

additional convertible debentures financing; LiveOne’s ability to implement its announced digital assets treasury strategy and/or

purchase digital assets from time to time pursuant to such strategy, including for up to the maximum announced amount, and other risks

related to such strategy; uncertain and unfavorable outcomes in legal proceedings and/or PodcastOne’s and/or LiveOne’s ability

to pay any amounts due in connection with any such legal proceedings; changes in economic conditions; competition; risks and uncertainties

applicable to the businesses of PodcastOne, LiveOne and/or LiveOne’s other subsidiaries; and other risks, uncertainties and factors

including, but not limited to, those described in PodcastOne’s Annual Report on Form 10-K for the fiscal year ended March 31, 2025,

filed with the U.S. Securities and Exchange Commission (the “SEC”) on July 2, 2025, PodcastOne’s Quarterly Report on

Form 10-Q for the fiscal quarter ended December 31, 2025, filed with the SEC on February 13, 2026, and in PodcastOne’s other filings

and submissions with the SEC. These forward-looking statements speak only as of the date hereof, and PodcastOne disclaims any obligation

to update these statements, except as may be required by law. PodcastOne intends that all forward-looking statements be subject to the

safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.

2

Use of Non-GAAP Financial Measures*

To supplement our consolidated

financial statements, which are prepared and presented in accordance with the accounting principles generally accepted in the United States

of America (“GAAP”), we present Contribution Margin (Loss) and Adjusted Earnings Before Interest Tax Depreciation and Amortization

(“Adjusted EBITDA”), which are non-GAAP financial measures, as measures of our performance. The presentation of these non-GAAP

financial measures is not intended to be considered in isolation from, or as a substitute for, or superior to, operating loss and or net

income (loss) or any other performance measures derived in accordance with GAAP or as an alternative to net cash provided by operating

activities or any other measures of our cash flows or liquidity.

We use Contribution Margin

(Loss) and Adjusted EBITDA to evaluate the performance of our operating segment. We believe that information about these non-GAAP financial

measures assists investors by allowing them to evaluate changes in the operating results of our business separate from non-operational

factors that affect operating income (loss) and net income (loss), thus providing insights into both operations and the other factors

that affect reported results. Adjusted EBITDA is not calculated or presented in accordance with GAAP. A limitation of the use of Adjusted

EBITDA as a performance measure is that it does not reflect the periodic costs of certain amortizing assets used in generating revenue

in our business. Accordingly, Adjusted EBITDA should be considered in addition to, and not as a substitute for operating income (loss),

net income (loss), and other measures of financial performance reported in accordance with GAAP. Furthermore, this measure may vary among

other companies; thus, Adjusted EBITDA as presented herein may not be comparable to similarly titled measures of other companies.

Contribution Margin (Loss)

is defined as Revenue less Cost of Sales before (a) Cost of Sales share-based compensation expense, (b) depreciation, and (c) amortization

of developed technology. Adjusted EBITDA is defined as earnings before interest, other (income) expense, income tax expense, depreciation

and amortization and before (a) non-cash GAAP purchase accounting adjustments for certain deferred revenue and costs, (b) legal, accounting

and other professional fees directly attributable to acquisition activity, (c) employee severance payments and third party professional

fees directly attributable to acquisition or corporate realignment activities, (d) certain non-recurring expenses associated with legal

settlements or reserves for legal settlements in the period that pertain to historical matters that existed at acquired companies prior

to their purchase date and a one-time minimum guarantee to effectively terminate a live events distribution agreement post COVID-19, and

(e) certain stock-based compensation expense. Management does not consider these costs to be indicative of our core operating results.

With respect to projected

full fiscal year 2027 Adjusted EBITDA, a quantitative reconciliation is not available without unreasonable efforts due to the high variability,

complexity and low visibility with respect to purchase accounting adjustments, acquisition-related charges and legal settlement reserves

excluded from Adjusted EBITDA. We expect that the variability of these items to have a potentially unpredictable, and potentially significant,

impact on our future GAAP financial results.

For more information

on these non-GAAP financial measures, please see the tables entitled “Reconciliation of Non-GAAP Measure to GAAP Measure”

included at the end of this release.

PodcastOne Press Contact:

Paul Manley

pmanley@podcastone.com

3

Financial Information

The tables below present

financial results for the three and twelve months ended March 31, 2026 and 2025.

PodcastOne, Inc.

Consolidated Statements of Operations (Unaudited)

(In thousands, except share and per share amounts)

Three Months Ended

Year Ended

March 31,

March 31,

2026

2025

2026

2025

Revenue:

$ 15,665

$ 14,097

$ 61,671

$ 52,119

Operating expenses:

Cost of sales

13,760

12,560

54,101

47,394

Sales and marketing

832

861

3,239

3,479

Product development

14

12

46

52

General and administrative

1,357

2,075

6,354

6,205

Impairment of intangible assets

-

-

-

334

Amortization of intangible assets

162

913

573

1,089

Total operating expenses

16,125

16,421

64,313

58,553

Loss from operations

(460 )

(2,324 )

(2,642 )

(6,434 )

Other income (expense):

Other income (expense)

(1 )

-

(2 )

-

Total other expense, net

(1 )

-

(2 )

-

Loss before provision for income taxes

(461 )

(2,324 )

(2,644 )

(6,434 )

Provision for income taxes

-

12

-

24

Net loss

$ (461 )

$ (2,336 )

$ (2,644 )

$ (6,458 )

Net loss per share – basic and diluted

$ (0.02 )

$ (0.09 )

$ (0.10 )

$ (0.26 )

Weighted average common shares – basic and diluted

27,120,674

25,110,498

26,648,322

24,381,613

4

PodcastOne, Inc.

Consolidated Balance Sheets (Unaudited)

(In thousands)

March 31,

March 31,

2026

2025

Assets

Current Assets

Cash and cash equivalents

$ 3,509

$ 1,079

Accounts receivable, net

7,331

6,246

Prepaid expense and other current assets

231

230

Total Current Assets

11,071

7,555

Property and equipment, net

38

59

Goodwill

12,041

12,041

Intangible assets, net

613

1,186

Related party receivable

5,434

354

Total Assets

$ 29,197

$ 21,195

Liabilities and Stockholders’ Equity

Current Liabilities

Accounts payable and accrued liabilities

$ 6,937

$ 5,539

Lease liabilities

70

-

Related party payable

1,210

514

Total Current Liabilities

8,217

6,053

Lease liabilities, non-current

97

-

Total Liabilities

8,314

6,053

Commitments and Contingencies

-

-

Stockholders’ Equity

Preferred stock, par value $0.00001, 10,000,000 shares authorized, no shares issued or outstanding as of March 31, 2026 and March 31, 2025, respectively

-

-

Common stock, $0.00001 par value; 100,000,000 shares authorized as of March 31, 2026 and March 31, 2025, respectively; 27,315,654 and 26,016,107 shares issued and outstanding as of March 31, 2026 and March 31, 2025, respectively

-

-

Additional paid in capital

59,596

51,211

Accumulated deficit

(38,713 )

(36,069 )

Total stockholders’ equity

20,883

15,142

Total Liabilities and Stockholders’ Equity

$ 29,197

$ 21,195

5

PodcastOne, Inc.

Reconciliation of Non-GAAP Measure to GAAP Measure

Adjusted EBITDA* Reconciliation (Unaudited)

(In thousands)

Net

Income (Loss)*

Depreciation

and Amortization*

Employee

Stock-Based

Compensation*

Other

Stock-Based Compensation*

Non-Recurring

Acquisition and Realignment

Costs (1)*

Other

(Income)

Expense (2)*

(Benefit)

Provision

for Taxes*

Adjusted

EBITDA*

Three Months

Ended March 31, 2026

Total

$

(461

)

$

167

$

355

$

1,753

$

38

$

1

$

-

$

1,853

Three Months Ended March

31, 2025

Total

$

(2,336

)

$

470

$

267

$

432

$

3

$

-

$

12

$

(1,152

)

Year Ended March 31, 2026

Total

$

(2,644

)

$

616

$

1,654

$

6,557

$

120

$

2

$

-

$

6,305

Year Ended March 31, 2025

Total

$

(6,458

)

$

1,671

$

2,671

$

1,544

$

47

$

-

$

24

$

(501

)

(1)

Other Non-Operating and Non-Recurring Costs include outside legal, accounting and other professional fees directly attributable to acquisition activity in the period, in addition to certain non-recurring expenses associated with legal settlements or reserves for legal settlements in the period that pertain to historical matters that existed at certain acquired companies prior to their purchase date and non-recurring employee severance payments.

(2)

Other (income) expense above primarily includes interest expense, net and change in fair value of derivative liabilities. These are included in the statement of operations in other income (expense) and are an add back to net loss above in the reconciliation of Adjusted EBITDA* to loss.

*

See the definition of Adjusted EBITDA under “About Non-GAAP Financial Measures” within this release.

6

PodcastOne, Inc.

Reconciliation of Non-GAAP Measure to GAAP Measure

Contribution Margin*

Reconciliation (Unaudited)

(In thousands)

Three Months Ended

Year Ended

March 31

March 31

2026

2025

2026

2025

Revenue:

$ 15,665

$ 14,097

$ 61,671

$ 52,119

Less:

Cost of sales

(13,760 )

(12,560 )

(54,101 )

(47,394 )

Amortization of developed technology

-

(49 )

(31 )

(227 )

Gross Profit

1,905

1,488

7,539

4,498

Add backs:

Share-based compensation

1,290

24

4,722

93

Depreciation

3

32

32

145

Amortization of developed technology:

-

49

31

227

Contribution Margin*

$ 3,198

$ 1,593

$ 12,324

$ 4,963

* See the definition of Contribution Margin under “About

Non-GAAP Financial Measures” within this release.

7

EX-99.2 — PRESS RELEASE, DATED JUNE 17, 2026

EX-99.2

Filename: ea029577301ex99-2.htm · Sequence: 3

Exhibit 99.2

PodcastOne (Nasdaq:

PODC) to Announce Its Fiscal Year 2026 Financial Results

To Host Investor

Webcast on Wednesday, June 24, 2026, at 12:30 pm Eastern Time (9:30 am Pacific Time)

LOS ANGELES, June 17,

2026 -- PodcastOne (Nasdaq: PODC), a leading publisher and podcast sale network plans to announce its operating and financial results

for the fiscal year ended March 31, 2026 (“Fiscal Year 2026”) and host an investor webcast to discuss the results and provide

a business update on Wednesday, June 24, 2026 at 12:30 pm Eastern Time (9:30 am Pacific Time).

To access the call, please use the following

information:

Date:

Wednesday, June 24, 2026

Time:

12:30 pm ET (9:30 am PT)

Webcast Link:

https://events.q4inc.com/attendee/795843010

Dial-in:

(833) 461-5787 (US Toll Free)

International Dial-in:

+44 808 196 8935 (UK Toll Free)

Conference ID Code:

795 843 010

About PodcastOne

PodcastOne (Nasdaq:

PODC) is a leading podcast platform that provides creators and advertisers with a comprehensive 360-degree solution in sales, marketing,

public relations, production, and distribution. PodcastOne has surpassed 3.9 billion total downloads with a community of 200 top podcasters,

including Adam Carolla, Kaitlyn Bristowe, Jordan Harbinger, LadyGang, A&E’s Cold Case Files, and Varnamtown. PodcastOne has

built a distribution network reaching over 1 billion monthly impressions across all channels, including YouTube, Spotify, Apple Podcasts,

and iHeartRadio. PodcastOne is also the parent company of PodcastOne Pro which offers fully customizable production packages

for brands, professionals, or hobbyists. For more information, visit www.podcastone.com and follow us on Facebook, Instagram, YouTube,

and X at @podcastone.

Forward-Looking

Statements

All statements other

than statements of historical facts contained in this press release are “forward-looking statements,” which may often, but

not always, be identified by the use of such words as “may,” “might,” “will,” “will likely result,”

“would,” “should,” “estimate,” “plan,” “project,” “forecast,”

“intend,” “expect,” “anticipate,” “believe,” “seek,” “continue,”

“target” or the negative of such terms or other similar expressions. These statements involve known and unknown risks, uncertainties

and other factors, which may cause actual results, performance or achievements to differ materially from those expressed or implied by

such statements, including: LiveOne’s reliance on its largest OEM customer for a substantial percentage of its revenue; LiveOne’s

and PodcastOne’s ability to consummate any proposed financing, acquisition, merger, distribution or other transaction, the timing

of the consummation of any such proposed event, including the risks that a condition to the consummation of any such event would not be

satisfied within the expected timeframe or at all, or that the consummation of any proposed financing, acquisition, merger, special dividend,

distribution or transaction will not occur or whether any such event will enhance shareholder value; PodcastOne’s ability to continue

as a going concern; PodcastOne’s ability to attract, maintain and increase the number of its listeners; PodcastOne identifying,

acquiring, securing and developing content; LiveOne’s intent to repurchase shares of its and/or PodcastOne’s common stock

from time to time under LiveOne’s stock repurchase program and the timing, price, and quantity of repurchases, if any, under the

program; LiveOne’s ability to maintain compliance with certain financial and other covenants; PodcastOne successfully implementing

its growth strategy, including relating to its technology platforms and applications; management’s relationships with industry stakeholders;

LiveOne’s ability to repay its indebtedness when due; LiveOne’s ability to satisfy the conditions for closing on its announced

additional convertible debentures financing; LiveOne’s ability to implement its digital assets treasury strategy and/or purchase

digital assets from time to time pursuant to such strategy, including for up to the maximum announced amount, and other risks related

to such strategy; uncertain and unfavorable outcomes in legal proceedings and/or PodcastOne’s and/or LiveOne’s ability to

pay any amounts due in connection with any such legal proceedings; changes in economic conditions; competition; risks and uncertainties

applicable to the businesses of PodcastOne, LiveOne and/or LiveOne’s other subsidiaries; and other risks, uncertainties and factors

including, but not limited to, those described in PodcastOne’s Annual Report on Form 10-K for the fiscal year ended March 31, 2025,

filed with the U.S. Securities and Exchange Commission (the “SEC”) on July 2, 2025, PodcastOne’s Quarterly Report on

Form 10-Q for the fiscal quarter ended December 31, 2025, filed with the SEC on February 13, 2026, and in PodcastOne’s other filings

and submissions with the SEC. These forward-looking statements speak only as of the date hereof, and PodcastOne disclaims any obligation

to update these statements, except as may be required by law. PodcastOne intends that all forward-looking statements be subject to the

safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.

PodcastOne Press

Contact:

press@podcastone.com

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 8

v3.26.1

Cover

Jun. 24, 2026

Cover [Abstract]

Document Type

8-K

Amendment Flag

false

Document Period End Date

Jun. 24, 2026

Entity File Number

001-41795

Entity Registrant Name

PODCASTONE, INC.

Entity Central Index Key

0001940177

Entity Tax Identification Number

35-2503373

Entity Incorporation, State or Country Code

DE

Entity Address, Address Line One

345 North Maple Drive

Entity Address, Address Line Two

Suite 295

Entity Address, City or Town

Beverly Hills

Entity Address, State or Province

CA

Entity Address, Postal Zip Code

90210

City Area Code

310

Local Phone Number

858-0888

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Common stock, $0.00001 par value per share

Trading Symbol

PODC

Security Exchange Name

NASDAQ

Entity Emerging Growth Company

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Area code of city

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Cover page.

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For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

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The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

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Address Line 1 such as Attn, Building Name, Street Name

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Address Line 2 such as Street or Suite number

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Code for the postal or zip code

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Name of the state or province.

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A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

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Indicate if registrant meets the emerging growth company criteria.

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Indicate if an emerging growth company has elected not to use the extended transition period for complying with any new or revised financial accounting standards.

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Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

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Two-character EDGAR code representing the state or country of incorporation.

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The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

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Local phone number for entity.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

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Title of a 12(b) registered security.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

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Trading symbol of an instrument as listed on an exchange.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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