LiveOne Inc. Announces Director Changes and New Compensation Plans

TL;DR

LiveOne board shakeup: Ellin out, Chung & Smith in. New exec pay plans filed.

AI Summary

On September 5, 2025, LiveOne, Inc. filed an 8-K report detailing the departure of director Robert Ellin and the election of new directors, including David Chung and Michael B. Smith. The company also announced a new compensatory arrangement for certain officers, though specific details and dollar amounts were not immediately available in this filing.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Director departures and changes in compensatory arrangements can introduce uncertainty regarding leadership stability and future financial commitments.

Key Players & Entities

• LiveOne, Inc. (company) — Registrant
• Robert Ellin (person) — Departing Director
• David Chung (person) — Newly Elected Director
• Michael B. Smith (person) — Newly Elected Director
• September 5, 2025 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.001 — nge on which registered Common stock, $0.001 par value per share LVO The NASDAQ

Filing Documents

• ea0256567-8k_liveone.htm (8-K) — 38KB
• 0001213900-25-086225.txt ( ) — 201KB
• lvo-20250905.xsd (EX-101.SCH) — 3KB
• lvo-20250905_lab.xml (EX-101.LAB) — 33KB
• lvo-20250905_pre.xml (EX-101.PRE) — 22KB
• ea0256567-8k_liveone_htm.xml (XML) — 4KB

02 Departure of

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (d) Effective as of September 5, 2025, the Board of Directors (the "Board") of LiveOne, Inc. (the "Company") appointed Jay Krigsman, current member of the Board, to the Audit Committee of the Board and as the Chairman of the Audit Committee. The Board determined that Mr. Krigsman is an "independent" director pursuant to the definition of independence under Rule 5605(a)(2) of the Nasdaq Listing Rules. Please see Mr. Krigsman's biographical information in the Company's Proxy Statement on Schedule 14A, filed with the U.S. Securities and Exchange Commission on July 17, 2017. Mr. Krigsman will be entitled to participate in the annual compensation package the Company provides to its non-employee directors. There is no arrangement or understanding between Mr. Krigsman and any other persons pursuant to which Mr. Krigsman was appointed to the Audit Committee of the Board and as the Chairman of the Audit Committee. There are no family relationships between Mr. Krigsman and any of the Company's officers or directors. Other than as described herein, there are no other transactions to which the Company or any of its subsidiaries is a party in which Mr. Krigsman has a material interest subject to disclosure under Item 404(a) of Regulation S-K.

07 Submission of Matters to a Vote of

Item 5.07 Submission of Matters to a Vote of Security Holders. On September 8, 2025, the Company held its 2025 Annual Meeting of Stockholders (the "Annual Meeting"). Below is a summary of the proposals and corresponding vote. 1. All seven nominees were elected to the Board with each director receiving votes as follows: Election of Directors For Withheld Broker Non-Vote Robert S. Ellin 46,099,917 1,643,058 24,187,574 Jay Krigsman 45,166,859 2,576,116 24,187,574 Ramin Arani 47,374,434 368,541 24,187,574 Patrick Wachsberger 47,371,592 371,383 24,187,574 Kenneth Solomon 32,480,497 15,262,478 24,187,574 Bridget Baker 47,306,068 436,907 24,187,574 Kristopher Wright 46,154,892 1,588,083 24,187,574 2. The approval of an amendment to the Company's Certificate of Incorporation, as amended, to effect a reverse stock split of its issued and outstanding shares of common stock at a ratio to be determined in the discretion of the Board within a range of no less than one-for-three through one-for-ten (without reducing the authorized number of shares of common stock) (the "Reverse Split"), and with the Board able to elect to abandon such proposed amendment and not affect the Reverse Split authorized by the Company's stockholders in its sole discretion. The votes on this proposal were as follows: For Against Abstained Broker Non-Vote 66,902,553 4,988,549 39,447 3. The ratification of the appointment of Macias Gini & O'Connell, LLP as the Company's independent registered public accounting firm for the fiscal year ending March 31, 2026. The votes on this proposal were as follows: For Against Abstained Broker Non-Vote 70,012,771 1,882,937 34,841 4. The approval, to adjourn the Annual Meeting to a later date or time, if necessary, to permit further solicitation and vote of proxies if there are not sufficient votes at the time of the Annual Meeting to approve any of the proposals presented for a vote at the Annual Meeting. Th

SIGNATURES

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. LIVEONE, INC. Dated: September 9, 2025 By: /s/ Ryan Carhart Name: Ryan Carhart Title: Chief Financial Officer 2

View Full Filing

View this 8-K filing on SEC EDGAR