PodcastOne (PODC) director settles 38,396 RSUs into common stock

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

PodcastOne, Inc. director Ramin Arani settled previously granted Restricted Stock Units into common shares as part of his board compensation. On March 31, 2026, he exercised 38,396 RSUs, receiving an equal number of common shares at a stated price of $0.00 per share.

These RSUs were granted as director fees for service from October 1, 2024 to September 30, 2025 and convert into common stock on a one-for-one basis. After the settlement, Arani directly owns 93,509 shares of PodcastOne common stock. The filing shows a routine compensation-related derivative exercise, not an open-market purchase or sale.

Insider Trade Summary

38,396 shares exercised/converted

Mixed 2 txns

Insider Arani Ramin

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	38,396	$0.00	--
Exercise	Common Stock, $0.00001 par value	38,396	$0.00	--

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock, $0.00001 par value — 93,509 shares (Direct)

Footnotes (1)

Restricted Stock Units convert into the Issuer's common stock on a one-for-one basis. Represents vested Restricted Stock Units (the "RSUs") that were settled on the reported date, which RSUs were previously granted to the Reporting Person as director fees for service on the Issuer's board of directors for the period from October 1, 2024 to September 30, 2025. Each vested RSU was settled by the Issuer by delivery to the Reporting Person of one share of Issuer's common stock.

Key Figures

RSUs exercised: 38,396 units Shares received from RSUs: 38,396 shares Exercise price per share: $0.00 per share +2 more

5 metrics

RSUs exercised 38,396 units Restricted Stock Units converted to common stock on March 31, 2026

Shares received from RSUs 38,396 shares Common Stock, $0.00001 par value, issued upon RSU settlement

Exercise price per share $0.00 per share Reported transaction price for RSU conversion on March 31, 2026

Post-transaction holdings 93,509 shares Total PodcastOne common shares directly held after the RSU settlement

RSU service period Oct 1, 2024 – Sep 30, 2025 Board service period for which RSUs were granted as director fees

Key Terms

Restricted Stock Units, derivative security, director fees

3 terms

Restricted Stock Units financial

"Represents vested Restricted Stock Units (the "RSUs") that were settled on the reported date"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

derivative security financial

"transaction_code_description": "Exercise or conversion of derivative security""

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

director fees financial

"previously granted to the Reporting Person as director fees for service on the Issuer's board"

Form 4 Insider Transactions: What Each Field Means →

04/14/2026 - 09:01 PM

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^*

Arani Ramin

(Last)

(First)

(Middle)

C/O PODCASTONE, INC.

345 NORTH MAPLE DRIVE, SUITE 295

(Street)

BEVERLY HILLS

CALIFORNIA

90210

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
PodcastOne, Inc. [ PODC ]

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)
03/31/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, $0.00001 par value	03/31/2026		M		38,396	A	⁽¹⁾	93,509	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	03/31/2026		M			38,396	⁽²⁾	⁽²⁾	Common Stock, $0.00001 par value	38,396	$0	0	D

Explanation of Responses:

1. Restricted Stock Units convert into the Issuer's common stock on a one-for-one basis.

2. Represents vested Restricted Stock Units (the "RSUs") that were settled on the reported date, which RSUs were previously granted to the Reporting Person as director fees for service on the Issuer's board of directors for the period from October 1, 2024 to September 30, 2025. Each vested RSU was settled by the Issuer by delivery to the Reporting Person of one share of Issuer's common stock.

	/s/ Ramin Arani	04/14/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did PodcastOne (PODC) director Ramin Arani report in this Form 4?

Director Ramin Arani reported exercising 38,396 Restricted Stock Units into 38,396 shares of PodcastOne common stock. The RSUs were part of his board compensation and settled at a stated price of $0.00 per share on March 31, 2026.

How many PodcastOne (PODC) shares does Ramin Arani hold after this transaction?

After the RSU settlement, Ramin Arani directly holds 93,509 shares of PodcastOne common stock. This reflects the addition of 38,396 shares from vested RSUs granted as director fees for his service on the company’s board.

Was this PodcastOne (PODC) Form 4 an open-market buy or sell by the director?

The filing does not show any open-market buy or sell. It records a compensation-related event where 38,396 Restricted Stock Units vested and were converted into an equal number of common shares, with a reported exercise price of $0.00 per share.

What are the terms of the Restricted Stock Units reported for PodcastOne (PODC)?

The Restricted Stock Units convert into PodcastOne common stock on a one-for-one basis. They were previously granted as director fees for service from October 1, 2024 to September 30, 2025 and were settled in shares on March 31, 2026.

How many Restricted Stock Units did PodcastOne (PODC) director Arani exercise?

Ramin Arani exercised 38,396 Restricted Stock Units, which were fully settled in 38,396 shares of PodcastOne common stock. Each RSU converted into one share, consistent with the one-for-one conversion described in the accompanying footnote.