Algorhythm Holdings, Inc.
For the period ended Oct 16, 2025. Filed Oct 16, 2025.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Oct 16, 2025 · Filed Oct 16, 2025
Contents
PAY VERSUS PERFORMANCE
Pay vs. Performance
The following table sets forth compensation information for our chief executive officer, referred to below as our CEO, and our other named executive officers, or NEOs, for purposes of comparing their compensation to the value of our stockholders’ investments and our net income, calculated in accordance with SEC regulations, for the fiscal year ended December 31, 2024, the nine-month transition period ended December 31, 2023, and the fiscal year ended March 31, 2023 and 2022.
| Year | Summary Compensation Table Total for CEO(1) | Compensation Actually Paid to CEO(2) | Average Summary Compensation Table Total for Non-CEO NEOs(3) | Average Compensation Actually Paid to Non-CEO NEOs(4) | Value of Initial Fixed $100 Investment Based On Total Stockholder Return(5) | Net Income (Loss) |
|---|---|---|---|---|---|---|
| Fiscal Year 2024 | $253,535 | $263,535 | $203,635 | $226,302 | $8.74 | $(23,257,000) |
| Nine-Month Transition Period Ended December 31, 2023 | $169,527 | $250,069 | $244,954 | $256,856 | $63.52 | $(6,398,000) |
| Fiscal Year 2023 | $307,451 | $263,866 | $415,138 | $388,476 | $12.68 | $(4,638,462) |
| Fiscal Year 2022 | $161,414 | 161,414 | $245,935 | $243,829 | $34.15 | $230,471 |
| (1) | The dollar amounts reported are the amounts of total compensation reported for our CEO, Gary Atkinson, in the Summary Compensation Table for fiscal years 2024, 2023 and 2022. |
| (2) | The dollar amounts reported represent the amount of “compensation actually paid”, as computed in accordance with SEC rules. The dollar amounts reported are the amounts of total compensation reported for Mr. Atkinson during the applicable year, but also include (i) the year-end value of equity awards granted during the reported year, (ii) the change in the value of equity awards that were unvested at the end of the prior year, measured through the date the awards vested, or through the end of the reported fiscal year, and (iii) value of equity awards issued and vested during the reported fiscal year. See table below for further information. |
| (3) | The dollar amounts reported are the average of the total compensation reported for our NEOs, other than our CEO, in the Summary Compensation Table for fiscal years 2024, 2023 and 2022. |
| (4) | The dollar amounts reported represent the average amount of “compensation actually paid”, as computed in accordance with SEC rules, for our NEOs, other than our CEO. The dollar amounts reported are the average of the total compensation reported for our NEOs, other than our CEO in the Summary Compensation Table for fiscal years 2024, 2023 and 2022, but also include: (i) the year-end value of equity awards granted during the reported year, (ii) the change in the value of equity awards that were unvested at the end of the prior year, measured through the date the awards vested, or through the end of the reported fiscal year, and (iii) value of equity awards issued and vested during the reported fiscal year. |
| (5) | Reflects the cumulative stockholder return over the relevant fiscal year, computed in accordance with SEC rules, assuming an investment of $100 in our common shares at a price per share equal to the closing price of our common stock on the last trading day before the commencement of the earliest applicable fiscal year (March 31, 2021) and the measurement end point of the closing price of our common stock on the last trading day in the applicable fiscal year. For 2024, the closing price of our common stock on January 2, 2024 was $206 and the closing price of our common stock on December 31, 2024 was $18. For 2023, the closing price of our common stock on March 31, 2022 was $4.20 and the closing price of our common stock on March 31, 2023 was $1.56. For 2022, the closing price of our common stock on March 31, 2021 was $12.30 and the closing price of our common stock on March 31, 2022 was $4.20. |
To calculate the amounts in the “Compensation Actually Paid to CEO” column in the table above, the following amounts were deducted from and added to (as applicable) our CEO’s “Total” compensation as reported in the Summary Compensation Table:
| Name and Principal Position · Year · Summary Compensation Table Total for CEO · Reported Value of Equity Awards for CEO (1) · Fair Value as of Year End for Unvested Awards Granted During the Year · Fair Value Year over Year Increase or Decrease in Unvested Awards Granted in Prior Years · Fair Value of Awards Granted and Vested During the Year · Fair Value Increase or Decrease from Prior Year end for Awards that Vested during the Year · Compensation Actually Paid to CEO | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Gary Atkinson, | Fiscal Year 2024 | $253,535 | $10,000 | $ | - | $ | - | $10,000 | $ | - | $263,535 | ||
| Chief Executive Officer | Nine-Month Transition Period Ended December 31, 2023 | $169,527 | $ | - | $ | - | $ | - | $112,042 | $(31,500) | $250,069 | ||
| Fiscal Year 2023 | $307,451 | $58,586 | $15,001 | $ | - | $ | - | $ | - | $263,866 | |||
| Fiscal Year 2022 | $161,414 | $ | - | $ | - | $ | - | $ | - | $ | - | $161,414 | |
| (1) | Represents the grant date fair value of the equity awards to our CEO, as reported in the Summary Compensation Table |
To calculate the amounts in the “Compensation Actually Paid to Non-CEO NEOs” column in the table above, the following amounts were deducted from and added to (as applicable) the average “Total” compensation of our Non-CEO NEOs as reported in the Summary Compensation Table.
| Name and Principal Position · Year · Summary Compensation Table Total for Non-CEO NEOs · Reported Value of Equity Awards for Non-CEO NEOs (1) · Fair Value as of Year End for Unvested Awards Granted During the Year · Fair Value Year over Year Increase or Decrease in Unvested Awards Granted in Prior Years · Fair Value of Awards Granted and Vested During the Year · Fair Value Increase or Decrease from Prior Year end for Awards that Vested during the Year · Compensation Actually Paid to Non-CEO NEOs (2) | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Richard Perez, Former Chief Financial Officer | Fiscal Year 2024 | $174,596 | $ | - | $ | - | $ | - | - | $ | - | $174,596 | ||
| Lionel Marquis, Former Chief Financial Officer | Nine-Month Transition Period Ended December 31, 2023 | $268,000 | $ | - | $ | - | $ | - | $48,650 | $(20,998) | $295,652 | |||
| Fiscal Year 2023 | $468,224 | $38,419 | $20,400 | $ | - | $ | - | $ | - | $450,205 | ||||
| Fiscal Year 2022 | $160,638 | $ | - | $ | - | $ | - | $ | - | $ | - | $160,638 | ||
| Bernardo Melo, Former Chief Revenue Officer | Fiscal Year 2024 | $283,454 | $10,000 | $ | - | $ | - | $10,000 | $ | - | $293,454 | |||
| Nine Months Ended December 31, 2023 | $221,908 | $ | - | $ | - | $ | - | $48,650 | $(52,498) | $218,060 | ||||
| Fiscal Year 2023 | $362,051 | $38,419 | $1,680 | $ | - | $ | - | $1,434 | $326,746 | (2) | ||||
| Fiscal Year 2022 | $331,232 | $9,114 | $4,901 | $ | - | $ | - | $ | - | $327,019 | (2) | |||
| (1) | Represents the grant date fair value of the equity awards to our Non-CEO NEOs, as reported in the Summary Compensation Table. |
| (2) | Compensation actually paid to Bernardo Melo for 2023 and 2022 includes adjustments for accrued bonuses of $7,816 and $4,652, respectively, that was reported as compensation but not paid. |
Relationship Between Pay and Performance
Our “total stockholder return,” as set forth in the above table, decreased by 91.26% during the year ended December 31, 2024, reducing the value of a $100 investment to just $8.74. This decline follows a prior decrease of 36.48% during the nine-month period ended December 31, 2023. Over the same period in 2024, “compensation actually paid” to our CEO increased slightly from $250,069 in 2023 to $263,535 in 2024, primarily reflecting the value of immediately vested equity grants made under our equity incentive plan. Average “compensation actually paid” to our non-CEO named executive officers decreased from $256,856 in 2023 to $226,302 in 2024. Meanwhile, our net loss attributable to common stockholders increased substantially from $(6,398,000) million in 2023 to $(23,257,000) million in 2024.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.