Robert S. Ellin - 07 Sep 2023 Form 3 Insider Report for PodcastOne, Inc. (PODC)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
3
Accepted by SEC
30 Jan 2024, 20:49:15 UTC
Prior SEC filing
07 Feb 2023
Next SEC filing
03 Apr 2024
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Robert S. Ellin

Key filing fact

Robert S. Ellin filed Form 3 for PodcastOne, Inc. (PODC) on 30 Jan 2024.

Key facts

  • This page summarizes Robert S. Ellin's Form 3 filing for PodcastOne, Inc. (PODC).
  • 0 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 30 Jan 2024, 20:49.

Change

  • Previous filing in this sequence was filed on 07 Feb 2023.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Official SEC source

Ownership activity is grounded in SEC Form 3 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

PODC holding

Common Stock, $0.00001 par value

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
99,508
Date
07 Sep 2023
Ownership
Direct
Footnotes
F1
PODC holding

Common Stock, $0.00001 par value

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
864,851
Date
07 Sep 2023
Ownership
See footnotes
Footnotes
F1, F2, F3, F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 4 footnotes

Footnote F1

As previously reported by the Issuer, represents shares of Issuer's common stock received (i) as part of the special dividend completed by LiveOne, Inc., Issuer's parent ("LiveOne") to its stockholders of record on September 1, 2023 in connection with Issuer's spin-out and direct listing on The Nasdaq Capital Market completed on September 8, 2023 (the "Special Dividend"), and (ii) by Trinad Capital Master Fund Ltd. ("Trinad Capital") pursuant to the terms of its Series A Perpetual Convertible Preferred Stock (the "Series A Preferred Stock") issued by LiveOne to Trinad Capital and the other holders thereof effective as of February 3, 2023.

Footnote F2

Includes (i) 506,087 shares of Issuer's common stock owned by Trinad Capital as of September 7, 2023, as the Reporting Person, the Managing Director and Portfolio Manager of Trinad Capital, is deemed to have sole voting and dispositive power over such shares, (ii) 34,106 shares of Issuer's common stock owned by Trinad Capital Management, LLC ("Trinad Management") as of September 7, 2023, as the Reporting Person, the Managing Member of Trinad Management, is deemed to have sole voting and dispositive power over such shares, (iii) 324,658 shares of Issuer's common stock owned by JJAT Corp. ("JJAT") as of September 7, 2023, an entity owned by the Reporting Person, as the Reporting Person is deemed to have sole voting and dispositive power over such shares. Accordingly, securities owned by these entities may be regarded as being beneficially owned by the Reporting Person.

Footnote F3

Each of the Reporting Person and Trinad Management disclaim beneficial ownership of the reported securities except for the (i) Reporting Person's and Trinad Management's pecuniary interest therein, (ii) direct beneficial ownership of Trinad Management as reported herein, (iii) indirect interest of Trinad Management by virtue of being the Managing Director and Portfolio Manager of Trinad Capital, (iv) indirect interest of the Reporting Person by virtue of being a member of Trinad Management, (v) indirect interest of the Reporting Person by virtue of being a shareholder of JJAT, and (vi) indirect interest of the Reporting Person by virtue of being a member of Trinad Capital. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Footnote F4

Does not include shares of Issuer's common stock held by a family trust and family foundation as to which the Reporting Person does not exercise voting or dispositive power.

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