Sue McNamara - Jun 27, 2025 Form 4 Insider Report for PodcastOne, Inc. (PODC)

Role
Chief Revenue Officer
Signature
/s/ Sue McNamara
Stock symbol
PODC
Transactions as of
Jun 27, 2025
Transactions value $
$0
Form type
4
Date filed
7/22/2025, 05:00 PM
Previous filing
Feb 25, 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
McNamara Sue Chief Revenue Officer C/O PODCASTONE, INC.,, 345 NORTH MAPLE DRIVE, SUITE 295, BEVERLY HILLS /s/ Sue McNamara 2025-07-22 0002011164

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PODC Restricted Stock Units Award $0 +150K $0.00 150K Jun 27, 2025 Common Stock, $0.00001 par value 150K Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the Issuer's Restricted Stock Units (the "RSUs") which are settled in the Issuer's common stock on a one-for-one basis.
F2 The RSUs were granted to the Reporting Person pursuant to the Employment Agreement, dated as of June 27, 2025 (the "EA"), and effective as of June 1, 2025 (the "Effective Date"), entered into between the Reporting Person and the Issuer. 37,500 of the RSUs shall vest on the six-month anniversary of the Effective Date (the "Initial Vesting Date"), and the remaining RSUs shall vest thereafter in equal amounts of 37,500 RSUs on each subsequent six-month anniversary of the Initial Vesting Date, with the last tranche to vest on the two year anniversary of the Effective Date (inclusive), (continued to Footnote 3)
F3 (continued from Footnote 2) subject to the Reporting Person's continued employment with the Issuer through each applicable vesting date and subject to earlier full vesting upon a PC1 Change of Control (as defined in EA) or such other earlier vesting acceleration conditions as provided in the EA. Each vested RSU shall be settled by delivery to the Reporting Person of one share of the Issuer's common stock on the first to occur of: (i) the date of a PC1 Change of Control, (ii) the date of the Reporting Person's death, (iii) the date of the Reporting Person's Disability (as defined in the EA) and (iv) the expiration or the effective date of termination of the EA. Restricted Stock Units