LVO · LiveOne, Inc.

LiveOne, Inc., along with its subsidiary Slacker, Inc., entered into a Shares Issuance Agreement with Broadcast Music, LLC (BMI) on April 17, 2026, to settle all payment and music royalty obligations due through March 31, 2027 under existing License Agreements originally dated November 20, 2024, as amended. The settlement involves issuing 1,000,000 shares of common stock at a deemed price of $7.50 per share, valued at $7.5 million, with no cash proceeds to the Company. This equity issuance avoids immediate cash outflows for royalties, preserving liquidity while satisfying creditor obligations. Concurrently, the License Agreements were extended through December 31, 2027, providing operational continuity for Slacker's music service, with automatic renewal thereafter and cash payments required only for periods after April 1, 2027. To mitigate share price pressure, BMI agreed to volume-limited sales not exceeding 5% of the 20-day average daily trading volume, ensuring a minimum of 3,500 shares per day. The shares are registered under the Company's effective shelf registration on Form S-3, filed February 13, 2025, with a prospectus supplement on April 23, 2026, and legal opinion from Foley Shechter Ablovatskiy LLP confirming validity. This transaction balances debt settlement with equity dilution concerns for investors.