PodcastOne (PODC) Proxy filing summary

Executive summary

• Annual meeting scheduled for September 17, 2026, at 11:30 AM PDT in Beverly Hills, CA.

• Shareholders are encouraged to vote by September 16, 2026, via online, mail, or in person.

• Proxy materials, including the Notice & Proxy Statement and Form 10-K, are available online or by request.

Voting matters and shareholder proposals

• Election of seven directors: Robert S. Ellin, James Berk, Jay Krigsman, Ramin Arani, Patrick Wachsberger, Carolyn Blackwood, and Jon Merriman.

• Proposal to increase shares reserved under the 2022 Equity Incentive Plan to 4,000,000 shares.

• Ratification of Macias Gini & O'Connell LLP as independent auditor for fiscal year ending March 31, 2027.

• Approval to adjourn the meeting if more time is needed for proxy solicitation and voting.

Board of directors and corporate governance

• Board recommends all director nominees for election.

• Board oversight includes the ability to adjourn meetings for further proxy solicitation if necessary.