0001213900-24-008075.txt : 20240130 0001213900-24-008075.hdr.sgml : 20240130 20240130204915 ACCESSION NUMBER: 0001213900-24-008075 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230907 FILED AS OF DATE: 20240130 DATE AS OF CHANGE: 20240130 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ELLIN ROBERT S CENTRAL INDEX KEY: 0001071292 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41795 FILM NUMBER: 24580344 MAIL ADDRESS: STREET 1: 4751 WILSHIRE BLVD STREET 2: 3RD FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90010 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PodcastOne, Inc. CENTRAL INDEX KEY: 0001940177 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] ORGANIZATION NAME: 06 Technology IRS NUMBER: 352503373 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 335 NORTH MAPLE DRIVE STREET 2: #127 CITY: BEVERLY HILLS STATE: CA ZIP: 90210 BUSINESS PHONE: 310-858-0888 MAIL ADDRESS: STREET 1: 335 NORTH MAPLE DRIVE STREET 2: #127 CITY: BEVERLY HILLS STATE: CA ZIP: 90210 FORMER COMPANY: FORMER CONFORMED NAME: Courtside Group, Inc. DATE OF NAME CHANGE: 20220729 FORMER COMPANY: FORMER CONFORMED NAME: Courtside Group, Inc DATE OF NAME CHANGE: 20220727 3 1 ownership.xml X0206 3 2023-09-07 0 0001940177 PodcastOne, Inc. PODC 0001071292 ELLIN ROBERT S C/O PODCASTONE, INC., 335 NORTH MAPLE DRIVE, SUITE 127 BEVERLY HILLS CA 90212 1 1 0 0 Executive Chairman Common Stock, $0.00001 par value 99508 D Common Stock, $0.00001 par value 864851 I See footnotes 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. 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. 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. 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. /s/ Robert S. Ellin 2024-01-30