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| CIK | 923601 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Singing Machine Co., Inc.
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
| June 4, 2026 |
Up to 10,000,000 Shares of Common Stock Filed Pursuant to Rule 424(b)(4) Registration No. 333-295152 PROSPECTUS Up to 10,000,000 Shares of Common Stock This prospectus relates to the resale of up to 10,000,000 shares of the common stock, par value $0.01 per share (the “common stock”), of Algorhythm Holdings, Inc., a Delaware corporation (the “Company”, the “registrant,” “we,” “our” or “us”), by Streeterville Capital, LLC, a Utah limited |
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| May 27, 2026 |
As filed with the U.S. Securities and Exchange Commission on May 27, 2026. As filed with the U.S. Securities and Exchange Commission on May 27, 2026. Registration No. 333-295152 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ALGORHYTHM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 3652 95-3795478 (State or Other Jurisdiction of Inc |
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| May 21, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2026 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of Incor |
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| May 14, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41405 ALGORHYTHM HOLDINGS, INC. |
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| May 11, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2026 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of Incorp |
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| May 11, 2026 |
Exhibit 10.1 FOREBEARANCE AGREEMENT This Forbearance Agreement (this “Agreement”), dated May 9, 2026 (the “Effective Date”), is entered into by and between Algorhythm Holdings, Inc., a Delaware corporation (the “Company”), and SemiCab, Inc., a Delaware corporation (“Noteholder”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Promissory Note (as |
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| May 8, 2026 |
As filed with the U.S. Securities and Exchange Commission on May 8, 2026. As filed with the U.S. Securities and Exchange Commission on May 8, 2026. Registration No. 333-295152 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ALGORHYTHM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 3652 95-3795478 (State or Other Jurisdiction of Inco |
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| May 7, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2026 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of Incorp |
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| May 5, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2026 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of Incorp |
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| May 5, 2026 |
Exhibit 99.1 |
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| April 17, 2026 |
Calculation of Filing Fee Tables S-1 Algorhythm Holdings, Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward I |
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| April 17, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ALGORHYTHM HOLDINGS, INC. (Exact name of Registrant as specified in its charter) Delaware 95-3795478 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 6301 NW 5th Way, Suite 2900 Fort Lauderdale, FL 33309 (954) |
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| April 17, 2026 |
Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ALGORHYTHM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 3652 95-3795478 (State or Other Jurisdiction of Incorporation or Organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employe |
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| April 17, 2026 |
Table 1: Newly Registered Securities Calculation of Filing Fee Tables S-8 Algorhythm Holdings, Inc. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common stock, par value $0.01 per share Other 5,708,399 $ 1.06 $ 6,050,902.94 0.0001381 $ 835.63 2 Equity C |
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| April 2, 2026 |
THE SINGING MACHINE COMPANY, INC. INSIDER TRADING POLICY (effective July 25, 2022) Exhibit 19.1 THE SINGING MACHINE COMPANY, INC. INSIDER TRADING POLICY (effective July 25, 2022) Background The board of directors of The Singing Machine Company, Inc. (the “Company”) has adopted this Insider Trading Policy for directors, officers, employees and consultants of the Company and its affiliates with respect to the trading of the Company’s securities, as well as the securities of public |
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| April 2, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended: December 31, 2025 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-41405 ALGORHYTHM HOLDI |
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| April 2, 2026 |
Subsidiaries of Algorhythm Holdings, Inc. Exhibit 21.1 Subsidiaries of Algorhythm Holdings, Inc. SemiCab Holdings, LLC, a Nevada limited liability company SMCB Solutions Private Limited, an Indian company The Singing Machine Company, Inc., a Delaware corporation RIME Holdings, LLC, a Utah limited liability company |
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| April 1, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-41405 CUSIP Number: 829322502 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| February 27, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 23, 2026 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of |
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| February 27, 2026 |
AMENDED AND RESTATED EMPLOYMENT AGREEMENT Exhibit 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (the “Agreement”) is made and entered into as of February 23, 2026, by and between Gary Atkinson (the “Executive”) and Algorhythm Holdings, Inc. (f/k/a The Singing Machine Company, Inc.), a Delaware corporation (the “Company”), and sets forth the terms and conditions with respect to the Executive’ |
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| February 27, 2026 |
ALGORHYTHM HOLDINGS, INC. STOCK OPTION GRANT NOTICE Exhibit 10.2 ALGORHYTHM HOLDINGS, INC. STOCK OPTION GRANT NOTICE Algorhythm Holdings, Inc., a Delaware corporation (the “Company”), hereby grants to you an Option (the “Option”) to purchase shares of the Company’s common stock, par value $0.01 per share, under the Company’s 2022 Equity Incentive Plan (the “Plan”). The Option is subject to all the terms and conditions set forth in this Stock Option |
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| February 23, 2026 |
[Remainder of page intentionally left blank; signature page to follow] Exhibit 10.4 GUARANTY This GUARANTY, made effective as of February 17, 2026, is given by RIME Holdings, LLC, a Utah limited liability company (“Guarantor”), for the benefit of Streeterville Capital, LLC, a Utah limited liability company, and its successors, transferees, and assigns (collectively “Investor”). PURPOSE A. Algorhythm Holdings, Inc., a Delaware corporation and parent of Guarantor (“Com |
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| February 23, 2026 |
Exhibit 10.2 SECURED PRE-PAID PURCHASE #4 February 17, 2026 U.S. $10,355,000.00 FOR VALUE RECEIVED, Algorhythm Holdings, Inc., a Delaware corporation (“Company”), promises to pay to Streeterville Capital, LLC, a Utah limited liability company, or its successors or assigns (“Investor”), $10,355,000.00 and any interest, fees, charges, and late fees accrued hereunder in accordance with the terms set |
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| February 23, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 17, 2026 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of |
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| January 23, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 21, 2026 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of I |
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| December 29, 2025 |
Exhibit 10.2 SECURED PRE-PAID PURCHASE #3 December 19, 2025 U.S. $1,090,000.00 FOR VALUE RECEIVED, Algorhythm Holdings, Inc., a Delaware corporation (“Company”), promises to pay to Streeterville Capital, LLC, a Utah limited liability company, or its successors or assigns (“Investor”), $1,090,000.00 and any interest, fees, charges, and late fees accrued hereunder in accordance with the terms set fo |
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| December 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2025 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of |
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| November 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2025 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of |
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| November 26, 2025 |
Exhibit 10.1 AMENDMENT TO 2022 EQUITY INCENTIVE PLAN (Adopted October 3, 2025, and ratified by Stockholders November 20, 2025) Section 4.1 is hereby amended and restated in its entirety to read as follows: 4.1 Authorized Number of Shares Subject to adjustment from time to time as provided in Section 15.1, the aggregate maximum number of shares of Common Stock available for issuance under the Plan |
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| November 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 20, 2025 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of |
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| November 19, 2025 |
Exhibit 99.1 Algorhythm Holdings Reports Record 1,273% Year-Over-Year Revenue Growth in its Third Quarter 2025 Financial Results SemiCab Delivers 13X Growth YoY for the Quarter and over 23X Growth YTD Fort Lauderdale, FL, November 19, 2025 – Algorhythm Holdings, Inc. (“Algorhythm”) (NASDAQ: RIME) – a leading AI technology company, announced today its results of operations for its third quarter end |
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| November 19, 2025 |
[Remainder of page intentionally left blank; signature page to follow] Exhibit 10.8 GUARANTY This GUARANTY, made effective as of November 13, 2025, is given by RIME Holdings, LLC, a Utah limited liability company (“Guarantor”), for the benefit of Streeterville Capital, LLC, a Utah limited liability company, and its successors, transferees, and assigns (collectively “Investor”). PURPOSE A. Algorhythm Holdings, Inc., a Delaware corporation and parent of Guarantor (“Com |
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| November 19, 2025 |
Exhibit 10.6 SECURED PRE-PAID PURCHASE #2 November 13, 2025 U.S. $5,450,000.00 FOR VALUE RECEIVED, Algorhythm Holdings, Inc., a Delaware corporation (“Company”), promises to pay to Streeterville Capital, LLC, a Utah limited liability company, or its successors or assigns (“Investor”), $5,450,000.00 and any interest, fees, charges, and late fees accrued hereunder in accordance with the terms set fo |
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| November 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2025 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of |
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| November 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41405 ALGORHYTHM HOLDINGS, INC. |
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| November 19, 2025 |
DEPOSIT ACCOUNT CONTROL AGREEMENT Exhibit 10.7 DEPOSIT ACCOUNT CONTROL AGREEMENT This Deposit Account Control Agreement is made as of November 13, 2025, by and among Lakeside Bank, an Illinois banking corporation (the “Bank”), Streeterville Capital, LLC, a Utah limited liability company (the “Lender”), and RIME Holdings, LLC, a Utah limited liability company (the “Guarantor”). WHEREAS, Lender has agreed to purchase that certain Se |
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| November 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-41405 CUSIP Number: 829322502 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| November 10, 2025 |
Up to 1,133,652 Shares of Common Stock Underlying Series A Warrants Algorhythm Holdings, Inc. Filed Pursuant to Rule 424(b)(4) Registration No. 333-290716 PROSPECTUS Up to 1,133,652 Shares of Common Stock Underlying Series A Warrants Algorhythm Holdings, Inc. We are offering up to 1,133,652 shares of our common stock, par value $0.01 per share, issuable upon the exercise of outstanding Series A warrants. The Series A warrants were issued by us in a public offering of securities that closed |
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| November 10, 2025 |
Resale of Up to 10,095,694 Shares of Common Stock Algorhythm Holdings, Inc. Filed Pursuant to Rule 424(b)(4) Registration No. 333-290716 PROSPECTUS Resale of Up to 10,095,694 Shares of Common Stock Algorhythm Holdings, Inc. This prospectus relates to the resale of up to 10,095,694 shares of our common stock, par value $0.01 per share (the “common stock”), by Streeterville Capital, LLC, a Utah limited liability company (“Streeterville” or the “Selling Stockholder”), consis |
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| October 21, 2025 |
As filed with the U.S. Securities and Exchange Commission on October 21, 2025. As filed with the U.S. Securities and Exchange Commission on October 21, 2025. Registration No. 333-290716 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ALGORHYTHM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 3652 95-3795478 (State or Other Jurisdiction of |
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| October 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| October 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 6, 2025 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of In |
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| October 9, 2025 |
Exhibit 16.1 October 9, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Algorhthm Holdings, Inc. under Item 4.01 of its Form 8-K dated October 9, 2025. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Algorhthm Holdings, Inc. co |
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| October 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| October 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 21, 2025 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of In |
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| October 3, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) ALGORHYTHM HOLDINGS, INC. |
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| October 3, 2025 |
Registration No. 333-[●] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ALGORHYTHM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 3652 95-3795478 (State or Other Jurisdiction of Incorporation or Organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Empl |
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| October 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2025 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of Inco |
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| October 3, 2025 |
Unaudited Pro Forma Condensed Combined Financial Statements Exhibit 99.3 Unaudited Pro Forma Condensed Combined Financial Statements On May 2, 2025 (the “Closing Date”), Algorhythm Holdings, Inc. (the “Company”) and its subsidiary, SemiCab Holdings, LLC, a Nevada limited liability company (“SemiCab Holdings”), entered into an equity purchase agreement with SemiCab Inc., a Delaware corporation, pursuant to which: (i) SemiCab Holdings purchased 9,999 shares |
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| October 3, 2025 |
SMCB Solutions Private Limited Table of Contents Exhibit 99.2 SMCB Solutions Private Limited Table of Contents Page Report of Independent Registered Public Accounting Firm (PCAOB ID: 52) 2 Balance Sheets as of March 31, 2025 and 2024 3 Statements of Operations and Comprehensive Income (Loss) for the Years Ended March 31, 2025 and 2024 4 Statements of Shareholders’ Equity (Deficit) for the Years Ended March 31, 2025 and 2024 5 Statements of Cash |
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| August 27, 2025 |
Exhibit 10.2 SECURED PRE-PAID PURCHASE #1 August 21, 2025 U.S. $4,390,000.00 FOR VALUE RECEIVED, Algorhythm Holdings, Inc., a Delaware corporation (“Company”), promises to pay to Streeterville Capital, LLC, a Utah limited liability company, or its successors or assigns (“Investor”), $4,390,000.00 and any interest, fees, charges, and late fees accrued hereunder in accordance with the terms set fort |
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| August 27, 2025 |
Exhibit 10.3 Security Agreement This Security Agreement (this “Agreement”), dated as of August 21, 2025, is executed by Algorhythm Holdings, Inc., a Delaware corporation (“Debtor”), in favor of Streeterville Capital, LLC, a Utah limited liability company (“Secured Party”). A. Debtor has issued to Secured Party a certain Secured Pre-Paid Purchase #1 of even date herewith, as may be amended from tim |
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| August 27, 2025 |
[Remainder of page intentionally left blank] Exhibit 10.4 GUARANTY This GUARANTY, made effective as of August 21, 2025, is given by SemiCab Holdings, LLC, a Nevada limited liability company (“SemiCab”), and SMCB Solutions Private Limited, an Indian company (“SMCB”), for the benefit of Streeterville Capital, LLC, a Utah limited liability company, and its successors, transferees, and assigns (“Investor”). SMCB and SemiCab are referred to herei |
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| August 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 21, 2025 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of In |
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| August 27, 2025 |
Exhibit 10.1 Securities Purchase Agreement This Securities Purchase Agreement (this “Agreement”), dated as of August 21, 2025, is entered into by and between Algorhythm Holdings, Inc., a Delaware corporation (“Company”), and Streeterville Capital, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”). Capitalized terms used but not otherwise defined herein will have the |
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| August 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41405 ALGORHYTHM HOLDINGS, INC. |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-41405 CUSIP Number: 829322502 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| August 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2025 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of Inc |
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| August 7, 2025 |
[The remainder of this page intentionally left blank; signature page to follow] Exhibit 10.1 ASSET PURCHASE AGREEMENT made as of the 1st day of August, 2025 and is made effective as of and from the Effective Time (as hereinafter defined). BY AND BETWEEN: ALGORHYTHM HOLDINGS, INC., a Delaware corporation, having its registered office at 6301 NW 5th Way, Suite 2900, Fort Lauderdale, FL 33309, United States, herein acting and represented by Gary Atkinson, duly authorized as he s |
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| August 7, 2025 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Algorhythm Completes $4.5 Million Sale of Singing Machine Karaoke Business Accelerated SemiCab Momentum Fuels Capital Shift Toward Growth Fort Lauderdale, FL, August 4, 2025 – Algorhythm Holdings, Inc. (“Algorhythm”) (NASDAQ: RIME), a leading AI technology and consumer electronics holding company, announced today that it has sold its Singing Machine karaoke consu |
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| June 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2025 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of Incor |
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| June 4, 2025 |
Exhibit 16.1 June 4, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Algorhythm Holdings, Inc. under Item 4.01 of its Form 8-K dated June 4, 2025. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Algorhythm Holdings, Inc. contai |
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| May 23, 2025 |
Exhibit 99.1 Algorhythm Holdings Appoints Ajesh Kapoor to its Board of Directors Mr. Kapoor Brings more than 30 Years of Supply-Chain, Logistics Technology and Go-To-Market Leadership to the Board Fort Lauderdale, FL, May 20, 2025 – Algorhythm Holdings, Inc. (“Algorhythm”) (NASDAQ: RIME) – an AI technology and consumer electronics holding company, today announced the appointment of Ajesh Kapoor to |
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| May 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 19, 2025 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of Incor |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41405 ALGORHYTHM HOLDINGS, INC. |
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| May 8, 2025 |
Promissory Note, dated May 2, 2025, issued by Algorhythm Holdings, Inc. in favor of SemiCab, Inc. Exhibit 10.2 PROMISSORY NOTE Principal Amount: $1,750,000.00 May 2, 2025 FOR VALUE RECEIVED, Algorhythm Holdings, Inc., a Delaware corporation (the “Borrower”), hereby unconditionally promises to pay to the order of SemiCab, Inc. a Delaware corporation (the “Noteholder”), the principal amount of One Million Seven Hundred Fifty Thousand Dollars ($1,750,000.00) (the “Loan”), together with all accrue |
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| May 8, 2025 |
Exhibit 10.3 SEMICAB HOLDINGS, LLC a Nevada Limited Liability Company AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of May 2, 2025 TABLE OF CONTENTS ARTICLE I DEFINITIONS 7 Section 1.01 Definitions. 7 Section 1.02 Interpretation. 18 ARTICLE II ORGANIZATION Section 2.01 Formation. 18 Section 2.02 Name. 18 Section 2.03 Principal Office. 18 Section 2.04 Registered Office; Register |
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| May 8, 2025 |
Exhibit 10.1 EQUITY PURCHASE AGREEMENT among SEMICAB, INC., ALGORHYTHM HOLDINGS, INC. and SEMICAB HOLDINGS, LLC dated as of May 2, 2025 EQUITY PURCHASE AGREEMENT This Equity Purchase Agreement (this “Agreement”), dated as of May 2, 2025, is entered into among SemiCab Inc., a Delaware corporation (the “Seller”), Algorhythm Holdings, Inc., a Delaware corporation (“Algorhythm Holdings”), and Algorhyt |
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| May 8, 2025 |
Algorhythm Holdings Acquires SemiCab India, Expands Global AI Transportation Footprint Exhibit 99.1 Algorhythm Holdings Acquires SemiCab India, Expands Global AI Transportation Footprint Acquisition Adds Multiple Multinational Customers in India and Unlocks Scalable Growth Opportunities in Rapidly Growing Indian Market Fort Lauderdale, FL, May 05, 2025 (GLOBE NEWSWIRE) — Algorhythm Holdings, Inc. (“Algorhythm”) (NASDAQ: RIME), a diversified technology-driven holding company, today a |
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| May 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2025 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of Incorp |
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| May 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2025 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of Incorp |
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| April 30, 2025 |
Letter from Marcum LLP to the Securities and Exchange Commission dated April 29, 2025 Exhibit 16.1 April 29, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Algorhythm Holdings, Inc. under Item 4.01 of its Form 8-K dated April 29, 2025. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Algorhythm Holdings, Inc. co |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2025 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of Inc |
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| April 15, 2025 |
Algorhythm Holdings Insider Trading Policy Exhibit 19.1 THE SINGING MACHINE COMPANY, INC. ADDENDUM TO INSIDER TRADING POLICY REGARDING PRE-CLEARANCE AND BLACKOUT PROCEDURES (effective July 2022) To help prevent inadvertent violations of the federal securities laws and to avoid even the appearance of trading on inside information, the Company’s board of directors has adopted this Addendum to Insider Trading Policy. This addendum applies to |
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| April 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended: December 31, 2024 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-41405 ALGORHYTHM HOLDI |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-41405 CUSIP Number: 829322502 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| March 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2025 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of Inc |
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| March 25, 2025 |
Exhibit 99.1 |
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| March 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2025 ALGORHYTHM HOLDINGS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of Inc |
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| February 19, 2025 |
Exhibit A Joint Filer Information Name of Joint Filer: Stingray Group Inc. Address of Joint Filer: 730 Wellington Street, Montréal, Quebec H3C 1T4 Relationship of Joint Filer to Issuer: Former 10% Beneficial Owner Issuer Name and Ticker or Trading Symbol: ALGORHYTHM HOLDINGS, INC. [RIME] Date of Event Requiring Statement: February 18, 2025 Designated Filer: Stingray Group Inc. Signature: STINGRAY |
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| February 18, 2025 |
Restricted Stock Award, dated February 13, 2025, issued by Algorhythm Holdings, Inc. to Alex Andre Exhibit 10.3 RESTRICTED STOCK AWARD AGREEMENT This Restricted Stock Award Agreement (this “Agreement”) is made and entered into as of February 13, 2025 (the “Grant Date”) by and between Algorhythm Holdings, Inc., a Delaware corporation (the “Company”) and Alex Andre (the “Grantee”). WHEREAS, the Company has adopted the 2022 Equity Incentive Plan (the “Plan”) pursuant to which awards of Restricted |
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| February 18, 2025 |
Employment Agreement, dated February 12, 2025, between Algorhythm Holdings, Inc. and Alex Andre Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into as of February 12, 2025, by and between Alex Andre (the “Executive”) and Algorhythm Holdings, Inc., a Delaware corporation (the “Company”), and sets forth the terms and conditions with respect to the Executive’s employment with the Company during the Term (as defined below). WHEREAS, the Company |
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| February 18, 2025 |
Stock Option, dated February 13, 2025, issued by Algorhythm Holdings, Inc. to Alex Andre Exhibit 10.2 ALGORHYTHM HOLDINGS, INC. STOCK OPTION GRANT NOTICE Algorhythm Holdings, Inc., a Delaware corporation (the “Company”), hereby grants to you an Option (the “Option”) to purchase shares of the Company’s common stock, par value $0.01 per share, under the Company’s 2022 Equity Incentive Plan (the “Plan”). The Option is subject to all the terms and conditions set forth in this Stock Option |
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| February 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2025 ALGORHYTHM HOLDINGS, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Commission |
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| February 18, 2025 |
Algorhythm Holdings Appoints Alex Andre as Chief Financial Officer Exhibit 99.1 FOR IMMEDIATE RELEASE Algorhythm Holdings Appoints Alex Andre as Chief Financial Officer Fort Lauderdale, FL, February 18, 2025 – Algorhythm Holdings, Inc. (“Algorhythm”) (NASDAQ: RIME), an AI-driven technology and consumer electronics holding company, today announced the appointment of Alex Andre as the Company’s Chief Financial Officer and General Counsel. In this role, Mr. Andre wi |
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| February 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 6, 2025 ALGORHYTHM HOLDINGS, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Commission |
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| January 17, 2025 |
Certificate of Amendment to the Certificate of Incorporation Exhibit 3.1 |
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| January 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 14, 2025 ALGORHYTHM HOLDINGS, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Commission |
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| January 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 13, 2025 ALGORHYTHM HOLDINGS, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Commission |
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| January 6, 2025 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 30, 2024 Algorhythm Holdings, Inc. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Commission |
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| December 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| December 18, 2024 |
Placement Agency Agreement dated December 17, 2024 Exhibit 10.2 PLACEMENT AGENCY AGREEMENT December 17, 2024 Univest Securities, LLC 75 Rockefeller Plaza, Suite 18C New York, NY, 10019 Ladies and Gentlemen: This letter (the “Agreement”) constitutes the agreement by and between Univest Securities, LLC (“Univest” or the “Placement Agent”) and Algorhythm Holdings, Inc. a Delaware corporation (the “Company”), pursuant to which the Placement Agent shal |
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| December 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2024 Algorhythm Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of |
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| December 18, 2024 |
24,067,388 Shares of Common Stock Algorhythm Holdings, Inc. Filed Pursuant to Rule 424(b)(5) Registration No. 333-269183 PROSPECTUS SUPPLEMENT (To Prospectus dated January 20, 2023) 24,067,388 Shares of Common Stock Algorhythm Holdings, Inc. Algorhythm Holdings, Inc. (the “Company,” “Algorhythm,” the “registrant,” “we,” “our” or “us”) is offering 24,067,388 shares of the Company’s common stock pursuant to this prospectus supplement and accompanying prospec |
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| December 18, 2024 |
Form of Securities Purchase Agreement Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of December 17, 2024, between Algorhythm Holdings, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms and conditions |
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| December 18, 2024 |
Algorhythm Holdings, Inc. Announces $2 Million Registered Direct Offering Exhibit 99.1 Algorhythm Holdings, Inc. Announces $2 Million Registered Direct Offering Fort Lauderdale, FL, Dec. 17, 2024 (GLOBE NEWSWIRE) — Algorhythm Holdings, Inc. (Nasdaq: RIME) (“Algorhythm” or the “Company”), an AI-driven technology and consumer electronics holding company today announced that it has entered into a definitive agreement with several investors for the purchase and sale of an a |
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| December 10, 2024 |
RIME / Algorhythm Holdings, Inc. / Ionic Ventures, LLC - SC 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Algorhythm Holdings, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 829322403 (CUSIP Number) December 5, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| December 6, 2024 |
Stock Repurchase Agreement dated December 3, 2024 Exhibit 10.3 STOCK REPURCHASE AGREEMENT THIS STOCK REPURCHASE AGREEMENT (this “Agreement”) is made and entered into as of November , 2024, by and between Algorhythm Holdings, Inc., a Delaware corporation (the “Company”), and Stingray Group Inc. a Canadian Corporation (the “Stockholder”). WHEREAS, apart from the Stockholder’s other shareholdings of shares of the Company’s common stock, the Stockhol |
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| December 6, 2024 |
Exhibit 4.1 SERIES A COMMON STOCK PURCHASE WARRANT ALGORHYTHM HOLDINGS, INC. Warrant Shares: [*] Issuance Date: December 6, 2024 THIS SERIES A COMMON STOCK PURCHASE WARRANT (“Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Sharehol |
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| December 6, 2024 |
2,840,344 Shares of Common Stock Algorhythm Holdings, Inc. Filed Pursuant to Rule 424(b)(4) Registration No. 333-283178 PROSPECTUS 2,840,344 Shares of Common Stock Algorhythm Holdings, Inc. This prospectus relates to the resale of 2,840,344 shares of common stock, par value $0.01 per share, by the selling stockholders (the “Selling Stockholders”) of Algorhythm Holdings, Inc. We will not receive any proceeds from the sale or other disposition of shares by |
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| December 6, 2024 |
Exhibit 4.3 PRE-FUNDED COMMON STOCK PURCHASE WARRANT ALGORHYTHM HOLDINGS, INC. Warrant Shares: [*] Initial Issuance Date: December 6, 2024 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth at any time on or aft |
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| December 6, 2024 |
Form of Securities Purchase Agreement Exhibit 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of December 4, 2024, between ALGORHYTHM HOLDINGS, INC., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subje |
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| December 6, 2024 |
Exhibit 4.2 SERIES B COMMON STOCK PURCHASE WARRANT ALGORHYTHM HOLDINGS, INC. Warrant Shares: [*] Issuance Date: December 6, 2024 THIS SERIES B COMMON STOCK PURCHASE WARRANT (“Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Sharehol |
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| December 6, 2024 |
Filed Pursuant to Rule 424(b)(4) Registration No. 333-283178 PROSPECTUS 4,200,000 Shares of Common Stock 51,682,352 Pre-Funded Warrants to Purchase Shares of Common Stock 55,882,352 Series A Warrants to Purchase Shares of Common Stock 55,882,352 Series B Warrants to Purchase Shares of Common Stock Up to 163,447,056 Shares of Common Stock Underlying the Series A Warrants, Series B Warrants, and Pre |
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| December 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 3, 2024 Algorhythm Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of I |
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| December 6, 2024 |
Exhibit 99.2 FOR IMMEDIATE RELEASE Algorhythm Holdings, Inc. Announces Closing of $9.5 Million Public Offering Fort Lauderdale, FL, Dec. 6, 2024 — Algorhythm Holdings, Inc. (“Algorhythm” or the “Company”) (NASDAQ: RIME), an AI-driven technology and consumer electronics holding company, announced today the closing of its previously announced public offering with gross proceeds to the Company of app |
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| December 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| December 6, 2024 |
Algorhythm Holdings, Inc. Announces Pricing of $9.5 Million Public Offering Exhibit 99.1 Algorhythm Holdings, Inc. Announces Pricing of $9.5 Million Public Offering Fort Lauderdale, FL, Dec. 5, 2024 — Algorhythm Holdings, Inc. (“Algorhythm” or the “Company”) (NASDAQ: RIME), an AI-driven technology and consumer electronics holding company, announced it has priced a public offering with gross proceeds to the Company expected to be approximately $9.5 million, before deductin |
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| December 6, 2024 |
Placement Agency Agreement dated December 4, 2024 Exhibit 10.2 PLACEMENT AGENCY AGREEMENT December 4, 2024 Univest Securities, LLC 75 Rockefeller Plaza, Suite 18C New York, NY, 10019 Ladies and Gentlemen: Subject to the terms and conditions of this agreement (this “Agreement”) and the Transaction Documents (as defined below), Algorhythm Holdings, Inc. a Delaware corporation (the “Company”), hereby agrees to offer and sell up to an aggregate of $1 |
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| December 2, 2024 |
ALGORHYTHM HOLDINGS, INC. 6301 NW 5th Way, Suite 2900 Fort Lauderdale, FL 33309 ALGORHYTHM HOLDINGS, INC. 6301 NW 5th Way, Suite 2900 Fort Lauderdale, FL 33309 December 2, 2024 Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: Algorhythm Holdings, Inc. Registration Statement on Form S-1 (the “Registration Statement”) File No. 333-283178 Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securities Act |
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| December 2, 2024 |
Univest Securities, LLC 75 Rockefeller Plaza, 18C New York, NY 10019 Univest Securities, LLC 75 Rockefeller Plaza, 18C New York, NY 10019 December 2, 2024 VIA EDGAR U. |
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| November 26, 2024 |
Registration No. 333-283178 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ALGORHYTHM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 3652 95-3795478 (State or Other Jurisdiction of Incorporation or Organization) (Primary Standard Industrial Classification Cod |
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| November 26, 2024 |
Exhibit 4.4 PRE-FUNDED COMMON STOCK PURCHASE WARRANT ALGORHYTHM HOLDINGS, INC. Warrant Shares: [ ] Initial Issuance Date: [ ], 2024 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth at any time on or after the |
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| November 26, 2024 |
Form of Securities Purchase Agreement Exhibit 10.28 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of [●], 2024, between ALGORHYTHM HOLDINGS, INC., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to |
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| November 26, 2024 |
Exhibit 4.3 SERIES B COMMON STOCK PURCHASE WARRANT ALGORHYTHM HOLDINGS, INC. Warrant Shares: [*] Issuance Date: [ ], 2024 THIS SERIES B COMMON STOCK PURCHASE WARRANT (“Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Shareholder App |
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| November 26, 2024 |
Form of Placement Agency Agreement Exhibit 10.29 PLACEMENT AGENCY AGREEMENT [●], 2024 Univest Securities, LLC 75 Rockefeller Plaza, Suite 18C New York, NY, 10019 Ladies and Gentlemen: Subject to the terms and conditions of this agreement (this “Agreement”) and the Transaction Documents (as defined below), Algorhythm Holdings, Inc. a Delaware corporation (the “Company”), hereby agrees to offer and sell up to an aggregate of $10,000, |
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| November 26, 2024 |
Exhibit 4.2 SERIES A COMMON STOCK PURCHASE WARRANT ALGORHYTHM HOLDINGS, INC. Warrant Shares: [*] Issuance Date: [ ], 2024 THIS SERIES A COMMON STOCK PURCHASE WARRANT (“Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Shareholder App |
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| November 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 22, 2024 Algorhythm Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of |
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| November 21, 2024 |
November 21, 2024 Gary Atkinson Chief Executive Officer Algorhythm Holdings, Inc. 6301 NW 5th Way, Suite 2900 Fort Lauderdale, FL 33309 Re: Algorhythm Holdings, Inc. Registration Statement on Form S-1 Filed on November 12, 2024 File No. 333-283178 Dear Gary Atkinson: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 r |
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| November 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41405 ALGORHYTHM HOLDINGS, INC. |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-41405 CUSIP Number: 829322403 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| November 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2024 Algorhythm Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of |
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| November 12, 2024 |
Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) Algorhythm Holdings, Inc. |
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| November 12, 2024 |
Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ALGORHYTHM HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 3652 95-3795478 (State or Other Jurisdiction of Incorporation or Organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employe |
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| November 12, 2024 |
List of subsidiaries of Algorhythm Holdings. Inc. Exhibit 21 Subsidiaries of The Algorhythm Holdings, Inc. Subsidiary Owner Percentage Ownership Jurisdiction of Formation Singing Machine (HK) Limited Algorhythm Holdings, Inc. 100% Hong Kong SMC Logistics, Inc. Algorhythm Holdings, Inc. 100% California SMC Music, Inc. Algorhythm Holdings, Inc. 100% Florida MICS Hospitality Holdings, Inc. Algorhythm Holdings, Inc. 100% Delaware MICS Hospitality Man |
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| November 7, 2024 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2024 Algorhythm Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of I |
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| November 7, 2024 |
Stock Repurchase Agreement dated November 1, 2024 Exhibit 10.1 STOCK REPURCHASE AGREEMENT THIS STOCK REPURCHASE AGREEMENT (this “Agreement”) is made and entered into as of November 1, 2024, by and between Algorhythm Holdings, Inc., a Delaware corporation (the “Company”), and Regalia Ventures LLC, a Delaware limited liability company (the “Stockholder”). WHEREAS, the Stockholder is the holder of an aggregate of 1,098,901 shares (the “Shares”) of t |
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| October 24, 2024 |
Exhibit 10.3 SUBSIDIARY GUARANTEE THIS SUBSIDIARY GUARANTEE (as amended, restated, supplemented, or otherwise modified and in effect from time to time, this “Guarantee”) is made as of October 22, 2024, jointly and severally, by and among Algorhythm Holdings, Inc., a Delaware corporation (the “Company”), SMC (HK) Limited, a Hong Kong company, SMC Logistics, Inc., a California corporation, SMC-Music |
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| October 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2024 Algorhythm Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of I |
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| October 24, 2024 |
Exhibit 10.2 THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVA |
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| October 24, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of October 22, 2024, by and between Algorhythm Holdings, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). RECITA |
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| October 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 17, 2024 Algorhythm Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of I |
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| October 21, 2024 |
SMDM / Singing Machine Co., Inc. / Ault Global Holdings, Inc. - AMENDMENT NO.12 Activist Investment SC 13D/A 1 v1021240sc13da12.htm AMENDMENT NO.12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 12)1 Algorhythm Holdings, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities |
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| October 21, 2024 |
Exhibit 3.1 AMENDMENT NO. 1 TO AMENDED BY-LAWS OF ALGORHYTHM HOLDINGS, INC. (A Delaware Corporation) The Amended By-laws (the “By-laws”) of Algorhythm Holdings, Inc. (the “Corporation”) are hereby amended as follows: Article I, Section 1.5 of the By-laws is deleted in its entirety and replaced with the following: 1.5 Quorum. Except as otherwise provided by law, the Certificate of Incorporation or |
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| October 17, 2024 |
SMDM / Singing Machine Co., Inc. / Ault Global Holdings, Inc. - AMENDMENT NO. 11 Activist Investment SC 13D/A 1 r1017240sc13da11.htm AMENDMENT NO. 11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 11)1 Algorhythm Holdings, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securitie |
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| October 8, 2024 |
SMDM / Singing Machine Co., Inc. / Ault Global Holdings, Inc. - AMENDMENT NO. 10 Activist Investment SC 13D/A 1 o108241sc13da10.htm AMENDMENT NO. 10 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 10)1 Algorhythm Holdings, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities |
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| September 30, 2024 |
SMDM / Singing Machine Co., Inc. / Ault Global Holdings, Inc. - AMENDMENT NO. 9 Activist Investment SC 13D/A 1 o930242sc13da9.htm AMENDMENT NO. 9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 9)1 Algorhythm Holdings, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 8 |
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| September 20, 2024 |
SMDM / Singing Machine Co., Inc. / Ault Global Holdings, Inc. - AMENDMENT NO. 8 Activist Investment SC 13D/A 1 z919242sc13da8.htm AMENDMENT NO. 8 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 8)1 Algorhythm Holdings, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 8 |
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| September 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2024 Algorhythm Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of |
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| September 10, 2024 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Algorhythm Holdings Announces Changes to Board of Directors Executive Chairman and Two Other Directors Voluntarily Resign Fort Lauderdale, FL, September 10, 2024 –Algorhythm Holdings, Inc. (“Algorhythm”) (NASDAQ: RIME) – an AI technology and consumer electronics holding company, announced today its Executive Chairman, Milton “Todd” Ault, as well as James M. Turne |
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| September 6, 2024 |
Exhibit 3.1 |
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| September 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2024 Algorhythm Holdings, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer of |
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| September 6, 2024 |
Exhibit 99.1 Singing Machine Announces Corporate Rebrand to Algorhythm Holdings, Inc. Strategic Rebranding to Focus on Expanded Business Model and Growth Strategy. New Ticker RIME. Fort Lauderdale, FL, September 5, 2024 – The Singing Machine Company, Inc. (“Singing Machine”) (NASDAQ: MICS) – the worldwide leader in consumer karaoke products, recently announced it has successfully completed the acq |
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| August 30, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 26, 2024 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Comm |
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| August 27, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 27, 2024 The Singing Machine Company, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employ |
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| August 27, 2024 |
Exhibit 99.1 |
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| August 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41405 THE SINGING MACHINE COMPANY, INC. |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-41405 CUSIP Number: 829322304 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| August 9, 2024 |
Exhibit 10.1 SECOND AMENDMENT TO AT-THE-MARKET ISSUANCE SALES AGREEMENT This Second Amendment to At-The-Market Issuance Sales Agreement (this “Amendment”) is entered into on August 9, 2024 (the “Effective Date”) by and between Ascendiant Capital Markets, LLC (the “Agent”), and The Singing Machine Company, Inc., a Delaware corporation (the “Company”). Defined terms used herein have the definitions |
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| August 9, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2024 The Singing Machine Company, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employe |
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| August 9, 2024 |
THE SINGING MACHINE COMPANY, INC. Up to $3,100,000 COMMON STOCK Filed Pursuant to Rule 424(b)(5) Registration No. 333-269183 SUPPLEMENT NO. 2 TO PROSPECTUS SUPPLEMENT DATED JUNE 27, 2024 (To Prospectus dated January 11, 2023) THE SINGING MACHINE COMPANY, INC. Up to $3,100,000 COMMON STOCK This prospectus supplement supplements, modifies and supersedes, only to the extent indicated herein, certain information contained in our prospectus supplement dated June 27 |
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| August 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2024 The Singing Machine Company, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employe |
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| July 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 8, 2024 The Singing Machine Company, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer |
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| July 9, 2024 |
Exhibit 10.1 FIRST AMENDMENT TO AT-THE-MARKET ISSUANCE SALES AGREEMENT This First Amendment to At-The-Market Issuance Sales Agreement (this “Amendment”) is entered into on July 8, 2024 (the “Effective Date”) by and between Ascendiant Capital Markets, LLC (the “Agent”), and The Singing Machine Company, Inc., a Delaware corporation (the “Company”). Defined terms used herein have the definitions assi |
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| July 9, 2024 |
THE SINGING MACHINE COMPANY, INC. Up to $2,020,000 COMMON STOCK Filed Pursuant to Rule 424(b)(5) Registration No. 333-269183 SUPPLEMENT NO. 1 TO PROSPECTUS SUPPLEMENT DATED JUNE 27, 2024 (To Prospectus dated January 11, 2023) THE SINGING MACHINE COMPANY, INC. Up to $2,020,000 COMMON STOCK This prospectus supplement supplements, modifies and supersedes, only to the extent indicated herein, certain information contained in our prospectus supplement dated June 27 |
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| July 5, 2024 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Singing Machine Completes Acquisition of Leading AI Logistics Company Company Now Well Positioned for Accelerated Revenue Growth Fort Lauderdale, FL, July 5, 2024 – The Singing Machine Company, Inc. (“Singing Machine”) (NASDAQ: MICS) – the worldwide leader in consumer karaoke products, today announced it has successfully completed the acquisition of SemiCab, Inc. |
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| July 5, 2024 |
Exhibit 2.2 AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT This Amendment No. 1 to Asset Purchase Agreement (this “Amendment”) dated this July 3, 2024, is by and among SemiCab, Inc., a Delaware corporation (the “Seller”), The Singing Machine Company, Inc., a Delaware corporation and its wholly owned subsidiary, SemiCab Holdings, LLC, a Nevada limited liability company (collectively the “Buyer”). WHER |
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| July 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 3, 2024 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Commiss |
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| June 27, 2024 |
Exhibit 1.1 THE SINGING MACHINE COMPANY, INC. Common Stock (par value $0.01 per share) At-The-Market Issuance Sales Agreement June 26, 2024 Ascendiant Capital Markets, LLC 110 Front Street, Suite 300 Jupiter, FL 33477 Ladies and Gentlemen: The Singing Machine Company, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Ascendiant Capital Markets, LLC (the “ |
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| June 27, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 26, 2024 The Singing Machine Company, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-41405 95-3795478 (State or Other Jurisdiction (Commission (IRS Employer |
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| June 27, 2024 |
THE SINGING MACHINE COMPANY, INC. Up to $1,080,000 COMMON STOCK Filed Pursuant to Rule 424(b)(5) Registration No. 333-269183 PROSPECTUS SUPPLEMENT (To Prospectus dated January 11, 2023) THE SINGING MACHINE COMPANY, INC. Up to $1,080,000 COMMON STOCK We have entered into an ATM Sales Agreement (the “Sales Agreement”), with Ascendiant Capital Markets, LLC (the “Sales Agent” or “ACM”) relating to the sale of shares of our common stock, par value $0.01 per share, |
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| June 12, 2024 |
The Singing Machine Company Inc. PRO FORMA CONSOLIDATED BALANCE SHEETS December 31, 2023 Exhibit 99.4 UNAUDITED PRO FORMA COMBINED CONDENSED FINANCIAL INFORMATION Basis of Presentation and Principles of Consolidation On June 11, 2024, The Singing Machine Company, Inc. (“SMC or “Company”) announced it had entered into an Asset Purchase Agreement to acquire all the assets and liabilities of SemiCab, Inc. (“SemiCab Transaction” or “Acquisition”). The SemiCab Transaction enabled SMC to ac |
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| June 12, 2024 |
Exhibit 10.1 Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) is the information that the Company customarily keeps private and confidential. Omissions are designated as “****”. OPERATING AGREEMENT among SEMICAB HOLDINGS, LLC and THE MEMBERS NAMED HEREIN dated as of June , 2024 TABLE OF CONTENTS ARTICLE I DEFINITIONS 6 Section 1.01 Defi |
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| June 12, 2024 |
Exhibit 2.1 ASSET PURCHASE AGREEMENT among SEMICAB, INC., SEMICAB HOLDINGS, LLC, and THE SINGING MACHINE COMPANY, INC. dated as of June 11, 2024 TABLE OF CONTENTS ARTICLE I DEFINITIONS 5 ARTICLE II PURCHASE AND SALE 13 Section 2.01 Purchase and Sale of Assets. 13 Section 2.02 Excluded Assets. 14 Section 2.03 Assumed Liabilities. 15 Section 2.04 Excluded Liabilities. 15 Section 2.05 Purchase Price. |
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| June 12, 2024 |
Exhibit 99.2 SEMICAB, INC. CONSOLIDATED FINANCIAL STATEMENTS For the Years Ended December 31, 2023 and December 31, 2022 And the Three Months Ended March 31, 2024 1 SEMICAB INC. INDEX TO THE CONSOLIDATED FINANCIAL STATEMENTS Pages Report of Independent Registered Public Accounting Firm 3 Consolidated Balance Sheets as of March 31, 2024 (Unaudited) and Years Ended December 31, 2023 and December 31, |
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| June 12, 2024 |
Exhibit 99.1 FOR IMMEDIATE RELEASE Singing Machine to Acquire SemiCab, a Leading AI Logistics Technology Company SemiCab Generated $6 Million Revenue in 2023 Fort Lauderdale, FL, June 12, 2024 – The Singing Machine Company, Inc. (“Singing Machine”) (NASDAQ: MICS) – the worldwide leader in consumer karaoke products, today announced it has executed a definitive agreement to acquire SemiCab, Inc. (“S |
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| June 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2024 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Commis |
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| June 12, 2024 |
SemiCab, Inc. CONSOLIDATED BALANCE SHEETS Exhibit 99.3 SemiCab, Inc. CONSOLIDATED BALANCE SHEETS March 31, 2024 (unaudited) Assets Current Assets Cash $ 9,000 Accounts receivable 596,000 Refund due from customer - Prepaid Expenses and other current assets 17,000 Total Current Assets 622,000 Property and equipment, net 3,000 Other non-current assets 14,000 Total Assets $ 639,000 Liabilities and Shareholders’ Equity Current Liabilities Acco |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41405 THE SINGING MACHINE COMPANY, INC. |
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| May 13, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2023 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) ( |
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| April 15, 2024 |
EXHIBIT 97 THE SINGING MACHINE COMPANY, INC. CLAWBACK POLICY EFFECTIVE November 20, 2023 1. Purpose. The purpose of this The Singing Machine Company, Inc. (the “Company”) Clawback Policy (this “Policy”) is to enable the Company to recover Erroneously Awarded Compensation from Covered Executive Officers in the event that the Company is required to prepare an Accounting Restatement. This Policy is d |
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| April 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-KT (Mark one) ☐ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended OR ☒ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from April 1, 2023 to December 31, 2023 Commission file number 001-41405 |
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| April 15, 2024 |
Exhibit 24 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statements of The Singing Machine Company, Inc. |
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| April 15, 2024 |
List of subsidiaries of The Singing Machine Company, Inc. Exhibit 21 Subsidiaries of The Singing Machine Company, Inc. Name of Subsidiary Jurisdiction of Incorporation SMC (HK) Limited Hong Kong company SMC Logistics, Inc. California SMC-Music, Inc. Florida MICS Hospitality Holdings, Inc. Delaware MICS Hospitality Management, LLC Delaware MICS Nomad, LLC Delaware |
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| April 3, 2024 |
Exhibit 10.1 LOAN AGREEMENT This Loan Agreement dated as of March 28, 2024, as amended, supplemented or otherwise modified from time to time in accordance with the provisions hereof (this “Agreement”), is entered into between The Singing Machine Company, Inc., a Delaware corporation whose address is 6301 NW 5th Way, Suite 2900, Fort Lauderdale, Florida 33309 (the “Borrower”), and Oxford Commercial |
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| April 3, 2024 |
Exhibit 99.1 Singing Machine Secures $2 Million Senior Credit Facility Company Expands Non-Dilutive Working Capital Funding to Support Growth Fort Lauderdale, FL, April 03, 2024 (GLOBE NEWSWIRE) — The Singing Machine Company, Inc. (“Singing Machine”) (NASDAQ: MICS) – the worldwide leader in consumer karaoke products, today announced the closing of a $2 million senior credit facility with Oxford Co |
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| April 3, 2024 |
Exhibit 10.2 REVOLVING CREDIT NOTE PRINCIPAL AMOUNT UP TO $2,000,000 3/28/2024 FOR VALUE RECEIVED, The Singing Machine Company, Inc. a Delaware corporation (the “Borrower”), having an office at 6301 NW 5th Way, Suite 2900, Fort Lauderdale, Florida 33309, unconditionally promises to pay to the order of Oxford Commercial Finance, a Michigan banking corporation (the “Lender”), at its offices at 64 S. |
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| April 3, 2024 |
Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2024 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Commi |
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| April 3, 2024 |
Exhibit 10.3 SECURITY AGREEMENT THIS SECURITY AGREEMENT dated as of March 28, 2024, as amended, supplemented or otherwise modified from time to time in accordance with the provisions hereof (this “Agreement”), is entered into between The Singing Machine Company, Inc., a Delaware corporation whose address is 6301 NW 5th Way, Suite 2900, Fort Lauderdale, Florida 33309 (the “Grantor”), in favor of Ox |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-41405 CUSIP Number: 829322304 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: ☒ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: December 31, 2023 Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| March 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2024 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Commi |
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| March 1, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2024 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Co |
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| January 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 31, 2023 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Co |
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| December 26, 2023 |
SMDM / Singing Machine Co., Inc. / Ault Global Holdings, Inc. - AMENDMENT NO. 7 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 7)1 The Singing Machine Company, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 829322304 (CUSIP Number) Milton C, Ault |
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| December 26, 2023 |
Complaint filed by Ault Lending on December 21, 2023. EX-99.1 2 ex991.htm EXHIBIT 99.1 Exhibit 99.1 IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE AULT LENDING LLC, derivatively as shareholder on behalf of The Singing Machine Company, Inc., Plaintiff, MATHIEU PELOQUIN, JAY B. FOREMAN, GARY ATKINSON, BERNARDO MELO, HARVEY JUDKOWITZ, JOSEPH KLING, STINGRAY GROUP, INC. and REGALIA VENTURES, LLC, Defendants. and THE SINGING MACHINE COMPANY, INC. Nomin |
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| December 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 18, 2023 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Co |
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| November 30, 2023 |
Exhibit 99.2 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the shares of |
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| November 30, 2023 |
MICS / Singing Machine Co., Inc. / Regalia Ventures LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.)* The Singing Machine Company, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 829322403 (CUSIP Number) Jay B Foreman 301 Yamato Road Suite 4200 Boca Raton, FL 33431 (561) 997-8901 With a Copy to: Michael Rosentha |
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| November 29, 2023 |
SMDM / Singing Machine Co., Inc. / Ault Global Holdings, Inc. - AMENDMENT NO. 6 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 6)1 The Singing Machine Company, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 829322304 (CUSIP Number) Milton C, Ault |
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| November 29, 2023 |
EX-99.1 2 ex991.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the Common Shares, $0.01 par value, of The Singing Machine Company, In |
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| November 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| November 24, 2023 |
MICS / Singing Machine Co., Inc. / Stingray Group Inc. - SC 13D/A Activist Investment SC 13D/A 1 tm2331363d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* The Singing Machine Company, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 829322403 (CUSIP Number) Lloyd Perry Feldman Senior Vice President & General Counsel & C |
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| November 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2023 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Co |
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| November 22, 2023 |
Exhibit 10.1 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (this “Agreement”) is dated as of November 20, 2023, between The Singing Machine Company, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms and condit |
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| November 21, 2023 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 21, 2023 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Co |
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| November 21, 2023 |
The Singing Machine Company, Inc. CONDENSED CONSOLIDATED BALANCE SHEETS Exhibit 99.1 Singing Machine Announces Results of Operations For Second Quarter Fiscal 2024 Fort Lauderdale, FL, November 21, 2023 — The Singing Machine Company, Inc. (“Singing Machine” or the “Company”) (NASDAQ: MICS) — the North American leader in consumer karaoke products — today released its results of operations for the three months ended September 30, 2023. Financial highlights are as follow |
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| November 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-41405 THE SINGING MACHINE COMPANY, INC. |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-41405 CUSIP Number: 829322304 NOTIFICATION OF LATE FILING (Check one) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For period ended September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SAR For the transition period ended Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| September 22, 2023 |
Letter of EisnerAmper LLP dated September 22, 2023 Exhibit 16.1 September 22, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01(a) of Form 8-K dated September 22, 2023 of The Singing Machine Company, Inc. and are in agreement with the statements contained therein regarding our firm. We have no basis to agree or disagree with other statements of the registrant contained in I |
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| September 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2023 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (C |
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| September 1, 2023 |
Exhibit 10.1 WAIVER AND SECOND AMENDMENT TO CREDIT AND SECURITY AGREEMENT THIS WAIVER AND SECOND AMENDMENT TO CREDIT AND SECURITY AGREEMENT (this “Amendment”) is made and entered into this 30th day of August, 2023 by and among FIFTH THIRD BANK, NATIONAL ASSOCIATION (“Lender”), THE SINGING MACHINE COMPANY, INC., a Delaware corporation (“SMCI”) and SMC LOGISTICS, INC., a California corporation (“Log |
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| September 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 30, 2023 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Comm |
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| August 24, 2023 |
Exhibit 10.2 FULL LEASE GUARANTY Guaranty given by The Singing Machine Company, Inc., having an address at 6301 NW 5th Way, Suite 2900, Fort Lauderdale, FL 33309 (the “Guarantor”), in favor of OAC 111 Flatiron, LLC and OAC Adelphi, LLC, (collectively, the “Landlord”), which term shall include its legal representatives, successors and assigns. W I T N E S E T H: WHEREAS, MICS NOMAD LLC, has this da |
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| August 24, 2023 |
Exhibit 99.1 Singing Machine Announces Entrance into Hospitality Market with Disruptive New Karaoke Venue Concept Company signs multi-year lease agreement in Manhattan for first location Fort Lauderdale, FL, August 24, 2023 – The Singing Machine Company, Inc. (“Singing Machine” or the “Company”) (NASDAQ: MICS) – the worldwide leader in consumer karaoke products, today announced that it intends to |
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| August 24, 2023 |
Exhibit 10.1 AGREEMENT OF LEASE between OAC 111 FLATIRON, LLC OAC ADELPHI, LLC Landlord and MICS NOMAD LLC Tenant Dated as of August 1, 2023 LEASE (this “Lease”) made as of the 1st day of August, 2023 between OAC 111 Flatiron, LLC and OAC Adelphi, LLC having an office at 894 Avenue of the Americas, Suite 600, New York, New York 10001, hereinafter collectively referred to as “Landlord”, and MICS No |
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| August 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 23, 2023 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Comm |
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| August 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-41405 CUSIP Number: 829322304 NOTIFICATION OF LATE FILING (Check one) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For period ended June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SAR For the transition period ended Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| July 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-41405 THE SINGING MACHIN |
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| June 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-41405 CUSIP Number: 829322304 NOTIFICATION OF LATE FILING (Check one) ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For period ended March 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SAR For the transition period ended Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| May 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 19, 2023 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Commiss |
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| May 25, 2023 |
Exhibit 10.1 WAIVER AND FIRST AMENDMENT TO CREDIT AND SECURITY AGREEMENT THIS WAIVER AND FIRST AMENDMENT TO CREDIT AND SECURITY AGREEMENT (this “Amendment”) is made and entered into this 19th day of May, 2023 by and between Fifth Third Bank (“Lender”), THE SINGING MACHINE COMPANY, INC., a Delaware corporation (“SMCI”) and SMC LOGISTICS, INC., a California corporation (“Logistics”) (hereinafter SMC |
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| April 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 5, 2023 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Commis |
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| April 6, 2023 |
Exhibit 99.1 Singing Machine Elects to Expand its Board of Directors The Company adds Milton “Todd” Ault and Henry Nisser to the Board and Appoints Mr. Ault as Executive Chairman Fort Lauderdale, FL, April 6, 2023 — The Singing Machine Company, Inc. (“Singing Machine” or the “Company”) (NASDAQ: MICS) — the North American leader in consumer karaoke products – today announced two officers from Ault |
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| February 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarter ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . |
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| February 17, 2023 |
EX-1.1 2 ex1-1.htm Exhibit 1.1 THE SINGING MACHINE COMPANY, INC. Common Stock (par value $0.01 per share) At-The-Market Issuance Sales Agreement February 15, 2023 Aegis Capital Corp. 1345 Avenue of the Americas, 27th Floor New York, New York 10015 Ladies and Gentlemen: The Singing Machine Company, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Aegis Ca |
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| February 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2023 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Co |
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| February 15, 2023 |
Up to $1,753,430 The Singing Machine Company, Inc. COMMON STOCK Filed Pursuant to Rule 424(b)(3) Registration No. 333-269183 PROSPECTUS SUPPLEMENT (to Prospectus dated January 20, 2023) Up to $1,753,430 The Singing Machine Company, Inc. COMMON STOCK We have entered into an At-The-Market Issuance Sales Agreement which we refer to herein as the ATM Agreement, with Aegis Capital Corp., or Aegis, as the Agent, relating to the sale of shares of our common stock off |
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| February 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-41405 CUSIP Number: 829322304 NOTIFICATION OF LATE FILING (Check one) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For period ended December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the transition period ended Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| February 14, 2023 |
MICS / Singing Machine Co., Inc. / ARMISTICE CAPITAL, LLC Passive Investment SC 13G/A 1 armistice-mics123122a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* THE SINGING MACHINE COMPANY, INC. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 829322403 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check |
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| January 18, 2023 |
United States securities and exchange commission logo January 18, 2023 Gary Atkinson Chief Executive Officer SINGING MACHINE CO INC 6301 NW 5th Way, Suite 2900 Fort Lauderdale, FL 33309 Re: SINGING MACHINE CO INC Registration Statement on Form S-3 Filed January 11, 2023 File No. |
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| January 17, 2023 |
The Singing Machine Company, Inc. 6301 NW 5th Way, Suite 2900 Fort Lauderdale, FL 33309 (954) 596-1000 January 17, 2023 Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: The Singing Machine Company, Inc. Registration Statement on Form S-3 Filed January 11, 2023 File No. 333-269183 Ladies and Gentlemen: Pursuant to Rule 461 promulgated u |
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| January 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 95-3795478 (I.R.S. Employer Identification No.) 6301 NW 5th Way, Suite 2900, Fort Lauderdale, FL 33309 |
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| January 11, 2023 |
EX-FILING FEES 6 ex107.htm EXHIBIT 107 Calculation of Filing Fee Tables Form S-3 (Form Type) The Singing Machine Company, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Pri |
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| January 11, 2023 |
Exhibit 4.3 THE SINGING MACHINE COMPANY, INC., Issuer and , Trustee INDENTURE Dated as of [ ], 2023 Senior Debt Securities CROSS-REFERENCE TABLE1 Section of Trust Indenture Act of 1939, as amended Section of Indenture 310(a) 7.09 310(b) 7.08 311(a) 7.13 311(b) 7.13 312(a) 5.01, 5.02(a) 312(b) 5.02(c) 312(c) 5.02(c) 313(a) 5.04(a) 313(b) 5.04(b) 313(c) 5.04(a), 5.04(b) 313(d) 5.04(c) 314(a) 5.03 31 |
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| January 11, 2023 |
Form of Subordinated Debt Indenture Exhibit 4.4 THE SINGING MACHINE COMPANY, INC., Issuer and , Trustee INDENTURE Dated as of [ ], 2023 Subordinated Debt Securities CROSS-REFERENCE TABLE1 Section of Trust Indenture Act of 1939, as amended Section of Indenture 310(a) 7.09 310(b) 7.08 311(a) 7.13 311(b) 7.13 312(a) 5.01, 5.02(a) 312(b) 5.02(c) 312(c) 5.02(c) 313(a) 5.04(a) 313(b) 5.04(b) 313(c) 5.04(a), 5.04(b) 313(d) 5.04(c) 314(a) 5 |
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| January 6, 2023 |
Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (the ?Agreement?) is made and entered into as of January 2, 2023 (the ?Effective Date?), by and between Lionel Marquis (the ?Executive?) and The Singing Machine Company, Inc., a Delaware corporation (the ?Company?), and sets forth the terms and conditions with respect to the Executive?s employment with the Company during the Term (as defi |
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| January 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 2, 2023 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Comm |
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| November 14, 2022 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2022 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Co |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarter ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . |
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| November 14, 2022 |
Singing Machine Reports $17.1 Million in Second Quarter Revenue; 23% Increase in Year-to-Date Sales Exhibit 99.1 Singing Machine Reports $17.1 Million in Second Quarter Revenue; 23% Increase in Year-to-Date Sales Fort Lauderdale, FL, November 14, 2022 ? The Singing Machine Company, Inc. (?Singing Machine? or the ?Company?) (NASDAQ: MICS) ? the worldwide leader in consumer karaoke products ? today announced its second quarter financial results for the three months ended September 30, 2022. Second |
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| November 1, 2022 |
Exhibit 107 CALCULATION OF FILING FEE TABLES FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 THE SINGING MACHINE COMPANY, INC. |
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| November 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 THE SINGING MACHINE COMPANY, INC. (Exact name of Registrant as specified in its charter) Delaware 95-3795478 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 6301 NW 5th Way, Suite 2900 Fort Lauderdale, FL 333 |
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| October 20, 2022 |
Exhibit 10.1 EXECUTION COPY CREDIT AND SECURITY AGREEMENT dated as of October 14, 2022 among FIFTH THIRD BANK, NATIONAL ASSOCIATION, as Lender, and THE SINGING MACHINE COMPANY, INC. and SMC LOGISTICS, INC., collectively, as Borrower TABLE OF CONTENTS Page 1. DEFINITIONS 7 1.01 Certain Defined Terms 7 1.02 Other Definitional Terms; Rules of Interpretation 26 1.03 Accounting Terms. 26 2. LOANS. 27 2 |
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| October 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2022 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Com |
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| October 20, 2022 |
Singing Machine Company Secures $15.0 Million Senior Secured Financing with Fifth Third Bank. Exhibit 99.1 Singing Machine Company Secures $15.0 Million Senior Secured Financing with Fifth Third Bank. Fort Lauderdale, FL, October 18, 2022 ? The Singing Machine Company (?Singing Machine? or the ?Company?) (NASDAQ: MICS) has entered into an agreement for senior secured financing with Fifth Third Bank, N.A. (?Fifth Third?). Under the agreement (?Fifth Third Facility?), Fifth Third will provid |
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| September 23, 2022 |
1,841,274 Shares Of Common Stock Filed pursuant to Rule 424(b)(3) Under the Securities Act of 1933, as amended Registration No. |
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| September 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 5)1 The Singing Machine Company, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 829322304 (CUSIP Number) Milton C, Ault |
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| September 16, 2022 |
THE SINGING MACHINE COMPANY, INC. 6301 NW 5th Way, Suite 2900 Fort Lauderdale FL 33309 (954) 596-1000 September 16, 2022 VIA EDGAR Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: The Singing Machine Company, Inc. Withdrawal of Registration Statement on Form S-3 File No. 333-267055 Ladies and Gentlemen: Pursuant to Rule 477 of the Sec |
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| September 16, 2022 |
Calculation of Filing Fee Tables Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) The Singing Machine Company, Inc. |
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| September 16, 2022 |
As filed with the Securities and Exchange Commission on September 16, 2022 As filed with the Securities and Exchange Commission on September 16, 2022 Registration No. |
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| August 24, 2022 |
As filed with the Securities and Exchange Commission on August 24, 2022 As filed with the Securities and Exchange Commission on August 24, 2022 Registration No. |
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| August 24, 2022 |
Calculation of Filing Fee Tables Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) The Singing Machine Company, Inc. |
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| August 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarter ended June 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . |
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| August 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 001-41405 CUSIP Number: 829322304 NOTIFICATION OF LATE FILING (Check one) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For period ended June 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SAR For the transition period ended Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| July 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 4)1 The Singing Machine Company, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 829322304 (CUSIP Number) Milton C, Ault |
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| July 29, 2022 |
Exhibit 99.1 Jul 28, 2022 05:00am Singing Machine Elects to Expand its Board of Directors The Company adds two officers from its majority shareholder, BitNile Holdings, and one member from its management team to the Board Fort Lauderdale, FL, July 28, 2022 (GLOBE NEWSWIRE) ? The Singing Machine Company, Inc. (?Singing Machine? or the ?Company?) (NASDAQ: MICS) ? the North American leader in consume |
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| July 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2022 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Commis |
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| July 29, 2022 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.01 par value, of The Singing Machine Company, Inc., a Delaware corporati |
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| July 15, 2022 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 14, 2022 THE SINGING MACHINE COMPANY, INC. (Exact name of registrant as specified in charter) Delaware 001-41405 95-3795478 (State or other jurisdiction of incorporation) (Commis |
