X0609 4 2026-09-15 0000923601 Algorhythm Holdings, Inc. RIME 0002155819 THOMPSON ANDREW LITTLE false 800 CORPORATE DRIVE SUITE 216 FORT LAUDERDALE FL 33334 true true false false CEO 0 Common Stock 2026-09-15 4 A false 2119542 0 A 2119542 D Common Stock 2026-09-15 4 P false 4076312 A 4076312 I By Azure Energy, LLC Series B Preferred Stock 2026-09-15 4 P false 22038 A 22038 I By Azure Energy, LLC The restricted shares were granted outside of Issuer's 2022 Equity Incentive Plan in reliance on Nasdaq Listing Rule 5635(c)(4) as a material inducement for the Reporting Person to commence employment with Issuer. Of such shares 1,059,771 shares were fully vested on the grant date. The remaining 1,059,771 shares are subject to a restricted stock award agreement and will vest in full on September 15, 2027. On September 15, 2026, Issuer, through its wholly owned subsidiary Azure Holdings, LLC, an NV limited liability company ("Buyer"), entered into an Asset Purchase Agreement (the "APA") with Azure Energy, LLC, a DE LLC ("Seller"), pursuant to which Buyer acquired from Seller substantially all of the assets (the "Purchased Assets") of Seller. The aggregate purchase price for the Purchased Assets consisted entirely of securities of Issuer equal in value to $23,000,000, comprised of: (a) 4,076,312 shares of common stock of Issuer, and (b) 22,038 shares of Series B Preferred Stock of Issuer. Reporting Person is the managing member and holds 50% of Buyer and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. See footnote 2. /s/ Andrew Little Thompson 2026-10-05