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LiveOne, Inc. (Nasdaq: LVO) filed a preliminary prospectus supplement under its February 26 2025 shelf to sell an unspecified number of common shares and pre-funded warrants. The warrants carry a de-minimis $0.001 exercise price and are exercisable immediately, subject to 4.99%/9.99% ownership caps. Underwriters have a 45-day option to purchase additional shares; underwriting fees are 7.0% of gross proceeds.

Pricing, size and proceeds are still blank, but the company estimates net proceeds will be used to purchase cryptocurrencies, develop a crypto-treasury strategy, and for general corporate purposes. LiveOne retains broad discretion over deployment.

Capital structure & recent financings: as of 15-Jul-25 the company had 101.6 m common shares outstanding, with potentially dilutive securities including 17.6 m shares under the 2016 Plan, 3.6 m shares from Series A preferred, 8.0 m shares from $16.8 m senior secured convertible debentures issued May 19 2025 (convertible at $2.10), and 6.3 m warrants outstanding. In July 2025 LiveOne exchanged $6.75 m of Series A preferred into 4.5 m common shares plus 4.5 m penny warrants. The new share sale will increase dilution further.

Business snapshot: LiveOne operates three segments鈥擯odcastOne, Slacker streaming and a Media Group鈥攐ffering live/virtual music events, podcasts, internet radio and personalized merchandise. OEM relationships, PPV events and acquisitions (CPS, Splitmind, Drumify) broaden revenue streams. FY-25 downloads from PodcastOne reached 204 m.

Key risks highlighted: substantial doubt about going-concern status, recurring losses, large debt load with restrictive covenants, reliance on a single OEM, potential Nasdaq delisting (Bid-price deficiency since Mar-25), intense competition, ineffective internal controls, and extensive crypto-related risks (volatility, custody, regulatory uncertainty). Immediate and substantial dilution is expected for new investors.

Security terms: pre-funded warrants are unlisted and non-trading; common shares remain listed on Nasdaq Capital Market under 鈥淟VO鈥�. Delivery is expected on or about July 鈳�, 2025 via Lucid Capital Markets.

CaliberCos Inc. (Nasdaq: CWD) filed a Form 8-K on 1 July 2025 detailing a chief operating officer transition effective 7 July 2025.

Departure: The company delivered notice of termination to its prior COO, Ignacio Martinez, with no separation agreement yet in place. Caliber has not disclosed the reason for the dismissal, and related severance terms remain unresolved.

Appointment: The board, on the recommendation of the Nominating & Governance Committee, unanimously appointed Gregory Randolph James (age 51) as the new COO. James joined Caliber in Oct-2024 as COO & Head of Asset Management for Caliber Hospitality Trust and previously served as SVP-Operations and SVP-Asset Management at Summit Hotel Properties (INN), a publicly traded lodging REIT. He holds a business degree from Arizona State University. No family or related-party ties were identified, and his appointment involved no special arrangements.

Outstanding items: 1) An employment agreement for Mr. James is still being negotiated; the company will amend this report within four business days once finalized. 2) A press release announcing the appointment (Exhibit 99.1) will be furnished on 8 July 2025 under Reg FD.

Investor take-away: The leadership change introduces near-term uncertainty due to the abrupt termination of the former COO, but James brings relevant lodging and asset-management expertise that could strengthen operational execution once contractual terms are settled.

CaliberCos Inc. (CWD) filed a Form 4 on 20 June 2025 disclosing a routine equity compensation transaction for director Michael Trzupek. On 17 June 2025 the director received 5,052 employee stock options under the company鈥檚 2024 Equity Incentive Plan.

• Exercise price: $3.55 per share
• Date exercisable: 17 June 2025 (immediate vesting indicated by same grant and exercisable date)
• Expiration: 17 June 2035 (10-year term)
• Securities underlying option: Class A common stock
• Post-grant holdings: 15,567 derivative securities (options) reported as beneficially owned; no common-share transactions reported in Table I
• Ownership nature: Direct

No sale of shares, change in ownership structure, or other derivative activity was reported. The filing merely documents an annual director compensation grant; therefore, it does not indicate any change in insider sentiment or company fundamentals. Investors typically view such issuances as non-dilutive in the short term because they are contingent on exercise at a premium to the current share price.

Form 4 snapshot 鈥� CaliberCos Inc. (CWD)

Director Lawrence X. Taylor III reported an option grant on 17 June 2025 under the company鈥檚 2024 Equity Incentive Plan. The filing discloses the acquisition of 5,052 employee stock options with an exercise price of $3.55 per share and an expiration date of 17 June 2035. The options were acquired as part of normal board compensation; no shares were sold.

Following the transaction, Taylor directly holds 14,821 derivative securities linked to CWD Class A common stock. No non-derivative share transactions were reported. The filing does not reference any Rule 10b5-1 trading plan and does not alter Taylor鈥檚 status as a company director.

Because the transaction is a routine equity incentive grant with a modest size relative to CaliberCos鈥� public float, market impact is expected to be immaterial.

CaliberCos Inc. (CWD) 鈥� Form 4 insider filing

Director Daniel Paul Hansen reported one transaction dated June 17, 2025. The company granted him 5,052 employee stock options under the 2024 Equity Incentive Plan. The options carry an exercise price of $3.55 per share and expire on June 17, 2035.

Following this grant, Hansen beneficially owns 14,823 derivative securities (options) related to CaliberCos Class A common stock. The filing lists ownership as direct; no indirect holdings or sales were disclosed, and no non-derivative share transactions were reported.

The Form 4 indicates routine director compensation rather than an open-market purchase or sale. No Rule 10b5-1 trading plan was marked, and there were no amendments to prior filings.

Citigroup Global Markets Holdings Inc. (guaranteed by Citigroup Inc.) is offering $250,000 of Autocallable Contingent Coupon Equity-Linked Securities tied to the common stock of Alnylam Pharmaceuticals, Inc. (ALNY). The notes are part of the issuer鈥檚 Medium-Term Senior Notes, Series N, and are offered under a 424(b)(2) prospectus supplement.

Economics

• Denomination: $1,000 per security.
• Issue price: $1,000; estimated value on the pricing date: $964.60 (reflects distribution/hedging costs and internal funding rate).
• Underwriting fee: up to $20 (2.0%) per note; net proceeds to issuer: $980.
• Initial underlying value (ALNY close 30-Jun-2025): $326.09.

Coupon mechanics

• Quarterly contingent coupon of 3.00% of par (12.00% p.a.) paid only if ALNY鈥檚 closing price on the relevant valuation date is 鈮� the coupon barrier of $195.654 (60 % of initial value).
• If the barrier is breached, that coupon period pays $0; missed coupons are not recaptured.

Autocall feature

• On each valuation date from 30-Sep-2025 to 30-Mar-2028, the notes autocall at par (plus coupon) if ALNY 鈮� initial value. Early redemption shortens the maximum coupon horizon.

Principal repayment at maturity (6-Jul-2028)

• If not previously called and final ALNY price 鈮� final barrier of $195.654 (60 % of initial): receive par plus final coupon.
• If final price < barrier: receive $1,000 脳 (1 + underlying return), exposing investors to full downside, potentially zero.

Risk profile

• No principal protection; up to 100 % loss possible.
• High probability of missed coupons if ALNY stays below the 60 % threshold.
• Credit exposure to Citigroup Global Markets Holdings Inc. and guarantor Citigroup Inc.
• No listing; secondary market liquidity depends solely on CGMI.
• Tax treatment uncertain; issuer intends to treat coupons as ordinary income.

Key dates: Pricing 30-Jun-2025; Issue 3-Jul-2025; first valuation/autocall 30-Sep-2025; maturity 6-Jul-2028.

The product targets investors seeking enhanced income versus conventional Citi debt but who can tolerate equity risk in a single biotech name, potential illiquidity, and complex tax treatment.

CaliberCos Inc. (NASDAQ: CWD) filed an 8-K disclosing a corporate governance change approved by its Board on June 16, 2025. The Board amended Section 2.07 of the Company鈥檚 Amended and Restated Bylaws to revise the shareholder meeting quorum requirement. The new threshold is 33.3% of outstanding voting shares, present in person or by proxy, whereas the prior bylaws required a majority (>50%). The change is documented in a Certificate of Adoption attached as Exhibit 3.1 and becomes effective immediately.

This adjustment lowers the minimum shareholder presence needed to conduct official business at future shareholder meetings, potentially reducing the Company鈥檚 costs and scheduling risk associated with adjourned meetings that fail to achieve a majority quorum. Conversely, it raises governance considerations because fewer shares are required to pass ordinary business resolutions.

No financial metrics, earnings data, or transactional details were included in the filing. Other than the bylaw amendment, the 8-K lists standard exhibits, including Inline XBRL cover page data (Exhibit 104). The report was signed by CEO John C. Loeffler II on June 20, 2025.