Algorhythm Holdings, Inc. 8-K

What Happened

• Algorhythm Holdings, Inc. (RIME) issued a $1,750,000 promissory note to SemiCab Inc. on May 2, 2025 pursuant to an equity purchase agreement. The note called for a $1,500,000 payment due May 2, 2026 and a remaining $250,000 due November 2, 2026.
• On May 9, 2026 (the Effective Date), Algorhythm and SemiCab entered a Forbearance Agreement in which SemiCab irrevocably waived any default caused by Algorhythm’s failure to make the $1,500,000 payment due May 2, 2026, and agreed to forbear from taking action on defaults arising from that missed payment through June 16, 2026.

Key Details

• Promissory Note principal: $1,750,000 (issued May 2, 2025).
• Payment schedule: $1,500,000 due May 2, 2026; $250,000 due November 2, 2026.
• Forbearance Effective Date: May 9, 2026; forbearance period covers defaults through June 16, 2026.
• SemiCab irrevocably waived any default tied to the missed May 2, 2026 payment as part of the agreement.

Why It Matters

• The filing documents that Algorhythm missed a material payment obligation tied to an acquisition-related promissory note and obtained temporary relief from the lender/seller.
• For investors, this clarifies short-term liquidity and liability timing: the company still owes the amounts specified, but enforcement was paused only through June 16, 2026. Any unpaid balance or further defaults after that date could permit lender action unless additional arrangements are made.