Overview
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- TickerRYM on Nasdaq1
- IndustryAgricultural Services1
- HeadquartersRolling Meadows, Illinois1
- Incorporated inNV2
- Business address2220 Hicks Road, Suite 210, Rolling Meadows, Il 600082
- Filer category, Emerging growth company2
- Legal formCorporation
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Factors” section of this Annual Report on Form 10-K. Moreover, we operate in a very competitive and rapidly changing environment.4 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
59.0%Gross margin5
-187.1%Operating margin5
-192.4%Net margin5
95916.7%Revenue growth, 20255
-255.4%Return on equity5
0.38×Debt to equity5
What sells
Revenue by product, business segment and region, as the company reports it to the SEC.
Products and services
Nonlicensing Revenue brought in 55% of the revenue RYTHM, Inc. broke down this way in fiscal 2025.
Products and services by year
| Products and services | 2024 | 2025 |
|---|---|---|
| Nonlicensing Revenue | $18.0K | $9.5M |
| License | $7.8M |
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue16¢$7.1M
- Selling, general and admin75¢$34.1M
- Interest9¢$4.1M
Out of $17.3M in revenue.5 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.5
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Revenue | $17.3M | $18.0K |
| Cost of goods sold | $7.1M | $89.0K |
| Gross profit (loss) | $10.2M | -$71.0K |
| Selling, general and administrative | $34.1M | $7.2M |
| Impairment of long-lived assets | $8.5M | |
| Change in contingent consideration | -$2.2M | |
| Total operating expenses | $42.5M | $5.0M |
| Operating loss from continuing operations | -$32.3M | -$5.1M |
| Change in fair value of warrant liabilities | $299.0K | -$17.9M |
| Other income, net | $500.0K | |
| Total other expense, net | -$2.4M | -$18.2M |
| Loss from continuing operations before income taxes | -$34.7M | -$23.2M |
| Income tax provision | $2.0K | |
| Loss from continuing operations, net of income taxes | -$34.7M | -$23.2M |
| Loss from discontinued operations | -$2.1M | -$6.6M |
| Gain (loss) on disposal of Extraction and Cultivation business | $3.5M | -$11.9M |
| Income (loss) from discontinued operations, net of income taxes | $1.5M | -$18.5M |
| Net loss | -$33.3M | -$41.7M |
| Continuing operations (in Dollars per share) | -$17 | -$23 |
| Discontinued operations (in Dollars per share) | $1 | -$18 |
| Net loss per share basic (in Dollars per share) | -$16.68 | -$40.92 |
| Net loss per share diluted (in Dollars per share) | -$16.68 | -$40.92 |
| Weighted average common shares outstanding - basic (in Shares) | 2.0M shares | 1.0M shares |
| Weighted average common shares outstanding - diluted (in Shares) | 2.0M shares | 1.0M shares |
| Interest expense, net related party | $3.2M | $256.0K |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 3 fiscal years (annual) or 3 quarters (quarterly), latest first.5
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash and cash equivalents | $32.2M | $31.2M | $434.0K |
| Accounts receivable, net | $9.3M | $30.0K | |
| Inventory, net | $4.0M | $500.0K | |
| Prepaid expenses and other current assets | $2.0M | $398.0K | |
| Current assets associated with discontinued operations | $2.6M | ||
| Total current assets | $47.5M | $34.7M | |
| Goodwill | $9.7M | $9.7M | |
| Intangible assets, net | $8.9M | ||
| Related party prepaid license rights | $49.4M | ||
| Non-current assets associated with discontinued operations | $14.0K | $715.0K | |
| Total assets | $106.7M | $54.0M | |
| Accounts payable | $2.3M | $825.0K | |
| Accrued expenses and other current liabilities | $7.9M | $4.1M | |
| Long-term debt, current | $3.6M | $522.0K | |
| Current liabilities associated with discontinued operations | $2.1M | $9.2M | |
| Total current liabilities | $43.0M | $24.7M | |
| Warrant liabilities | $697.0K | $996.0K | |
| Long-term debt, net of current | $5.0M | $1.0K | |
| Non-current liabilities associated with discontinued operations | $257.0K | ||
| Total liabilities | $93.7M | $25.9M | |
| Common Stock, $0.001 par value per share, 35,000,000 shares authorized; 2,149,128 and 1,952,032 shares issued and outstanding at December 31, 2025 and December 31, 2024, respectively | $2.0K | $2.0K | |
| Additional paid-in capital | $353.8M | $335.4M | |
| Accumulated deficit | -$340.8M | -$307.3M | |
| Total stockholders equity | $13.0M | $28.1M | -$14.7M |
| Total liabilities and stockholders equity | $106.7M | $54.0M | |
| Due from related parties, accounts receivable | $7.0K | ||
| Due from related parties, inventory | $392.0K | ||
| Accrued expenses and other current liabilities related parties | $4.7M | $487.0K | |
| Common stock, par value (in Dollars per share) | $0.00 | $0.00 | |
| Common stock, shares authorized (in Shares) | 35.0M shares | 35.0M shares | |
| Common stock, shares issued (in Shares) | 2.1M shares | 2.0M shares | |
| Common stock, shares outstanding (in Shares) | 2.1M shares | 2.0M shares | |
| Preferred stock, par value (in Dollars per share) | $0.00 | $0.00 | |
| Preferred stock, shares authorized (in Shares) | 2.9M shares | 2.9M shares |
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash and cash equivalents | $32.2M | $31.2M | $434.0K |
| Accounts receivable, net | $9.3M | $30.0K | |
| Inventory, net | $4.0M | $500.0K | |
| Prepaid expenses and other current assets | $2.0M | $398.0K | |
| Current assets associated with discontinued operations | $2.6M | ||
| Total current assets | $47.5M | $34.7M | |
| Goodwill | $9.7M | $9.7M | |
| Intangible assets, net | $8.9M | ||
| Related party prepaid license rights | $49.4M | ||
| Non-current assets associated with discontinued operations | $14.0K | $715.0K | |
| Total assets | $106.7M | $54.0M | |
| Accounts payable | $2.3M | $825.0K | |
| Accrued expenses and other current liabilities | $7.9M | $4.1M | |
| Long-term debt, current | $3.6M | $522.0K | |
| Current liabilities associated with discontinued operations | $2.1M | $9.2M | |
| Total current liabilities | $43.0M | $24.7M | |
| Warrant liabilities | $697.0K | $996.0K | |
| Long-term debt, net of current | $5.0M | $1.0K | |
| Non-current liabilities associated with discontinued operations | $257.0K | ||
| Total liabilities | $93.7M | $25.9M | |
| Common Stock, $0.001 par value per share, 35,000,000 shares authorized; 2,149,128 and 1,952,032 shares issued and outstanding at December 31, 2025 and December 31, 2024, respectively | $2.0K | $2.0K | |
| Additional paid-in capital | $353.8M | $335.4M | |
| Accumulated deficit | -$340.8M | -$307.3M | |
| Total stockholders equity | $13.0M | $28.1M | -$14.7M |
| Total liabilities and stockholders equity | $106.7M | $54.0M | |
| Due from related parties, accounts receivable | $7.0K | ||
| Due from related parties, inventory | $392.0K | ||
| Accrued expenses and other current liabilities related parties | $4.7M | $487.0K | |
| Common stock, par value (in Dollars per share) | $0.00 | $0.00 | |
| Common stock, shares authorized (in Shares) | 35.0M shares | 35.0M shares | |
| Common stock, shares issued (in Shares) | 2.1M shares | 2.0M shares | |
| Common stock, shares outstanding (in Shares) | 2.1M shares | 2.0M shares | |
| Preferred stock, par value (in Dollars per share) | $0.00 | $0.00 | |
| Preferred stock, shares authorized (in Shares) | 2.9M shares | 2.9M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.5
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net loss | -$33.3M | -$41.7M |
| Depreciation and amortization | $6.2M | $1.4M |
| Amortization of debt discount | -$47.0K | |
| Non-cash interest expense | $2.8M | |
| Lease expense | $156.0K | |
| Impairment of right-of-use assets | $24.0K | |
| Impairment of long-lived assets | $8.5M | |
| Stock-based compensation expense | $2.2M | $1.2M |
| Change in fair value of warrant liabilities | -$299.0K | $17.9M |
| Change in provision for credit losses, net | $268.0K | -$336.0K |
| Change in inventory reserve | $552.0K | -$747.0K |
| Loss on abandonment of CIP projects | $31.0K | |
| Gain on disposal of property and equipment | -$2.0K | $14.0K |
| Gain on exit of Extraction business | -$3.5M | |
| Gain on early termination of lease | -$50.0K | |
| Gain on settlement of contingent liability | -$5.9M | |
| Loss on disposal of Cultivation business | $11.9M | |
| Change in contingent consideration | -$2.2M | |
| Accounts receivable | -$1.8M | $646.0K |
| Accounts receivable - related party | -$7.0M | |
| Inventory | -$2.9M | $8.3M |
| Prepaid expenses and other current assets | -$1.2M | $1.9M |
| Operating lease right-of-use assets | $528.0K | |
| Other non-current assets | $12.0K | $46.0K |
| Accounts payable | $151.0K | -$4.6M |
| Accounts payable - related party | $152.0K | |
| Accrued expenses and other current liabilities | -$3.8M | $1.3M |
| Accrued expenses and other current liabilities - related party | $10.7M | |
| Operating lease liabilities | -$161.0K | -$519.0K |
| Contract liabilities | -$1.2M | -$578.0K |
| Net cash and cash equivalents used in operating activities | -$23.5M | -$11.6M |
| Related party transaction with MC Brands | -$5.1M | |
| Related party transaction with VCP | -$50.0M | |
| Purchases of property and equipment | -$4.0K | |
| Proceeds from disposal of property and equipment | $20.0K | |
| Issuance of loans receivable | -$400.0K | |
| Proceeds from repayment of loan receivable | $330.0K | |
| Net cash and cash equivalents used in investing activities | -$55.1M | -$54.0K |
| Proceeds from related party notes payable | $72.0M | $14.5M |
| Proceeds from third-party notes payable | $8.0M | |
| Repayments of third-party notes payable | -$3.0K | |
| Payments for taxes related to net share settlement of equity awards | -$337.0K | |
| Proceeds from issuance of Common Stock through an S-1 and Pre-Funded Warrants offering | $2.1M | |
| Proceeds from issuance of Common Stock through IONIC Stock Subscription | $345.0K | |
| Proceeds from issuance of Common Stock in connection with private placement, net | $25.8M | |
| Proceeds from exercise of Pre-Funded Warrants | $36.0K | |
| Payments on insurance financing loans | -$377.0K | |
| Net cash and cash equivalents provided by financing activities continuing operations | $79.7M | $42.4M |
| Net increase in cash and cash equivalents | $1.0M | $30.7M |
| Cash paid for interest | $9.0K | |
| Conversion of related party debt to common stock | $10.0M | $10.0M |
| Issuance of pre-funded warrants in lieu of related party shared services agreement | $3.8M | |
| Issuance of pre-funded warrants in lieu of related party cash interest | $2.6M | |
| Issuance of pre-funded warrants in lieu of cash interest | $183.0K | |
| Reclassification of accounts payable and accrued interests to notes payable | $99.0K | |
| Conversion of liability classified pre-funded warrants to equity | $20.8M | |
| Stock and warrants issued in connection with business combination | $18.8M | |
| Fair value of warrants in connection with reclassification and issuance | $6.8M | |
| Conversion of convertible notes into equity | $1.7M | |
| Cashless exercise of liability classified warrants | $1.7M | |
| Deemed contribution from troubled debt restructuring with related party | $676.0K | |
| Financing of prepaid insurance | $14.0K |
No quarter-by-quarter statement was filed.
Corporate structure
RYTHM, Inc. sits at the top of its group. 15 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of RYTHM, Inc.
- RSLGH, LLC Filed SCHEDULE 13D/A on RYTHM, Inc., latest Sep 3, 2026 (11 filings since Nov 13, 2024)
- DOUBLE OR NOTHING LLC Filed SCHEDULE 13G/A on RYTHM, Inc., latest Feb 5, 2026 (2 filings since Sep 30, 2025)
- I-Tseng Jenny Chan Filed SCHEDULE 13D/A on RYTHM, Inc., latest Jan 3, 2025 (9 filings since Jan 29, 2024)
- Raymond Nobu Chang Filed SCHEDULE 13D/A on RYTHM, Inc., latest Jan 3, 2025 (13 filings since Dec 30, 2022)
- Alyeska Investment Group, L.P. Filed SC 13G/A on RYTHM, Inc., latest Feb 14, 2024 (2 filings since Feb 14, 2023)
- Marc Beginin Filed SC 13D on RYTHM, Inc., latest Nov 3, 2022
- ETF MANAGERS GROUP, LLC Filed SC 13G/A on RYTHM, Inc., latest Aug 26, 2022 (2 filings since Feb 14, 2022)
- RYTHM, Inc. Rolling Meadows, Illinois
- AGM Service Company LLC Subsidiary · Delaware, United States
- Agrify Brands, LLC Subsidiary · Nevada, United States
- Agxion, LLC Subsidiary · Nevada, United States
- Ariafy Finance, LLC Subsidiary · Massachusetts, United States
- Cascade Sciences, LLC Subsidiary · Delaware, United States
- Core Growth, LLC Subsidiary · Delaware, United States
- Harbor Mountain Holdings, LLC Subsidiary · Georgia, United States
- Lab Society NewCo, LLC Subsidiary · Colorado, United States
- MC Brands LLC Subsidiary · Colorado, United States
- Precision Extraction NewCo, LLC Subsidiary · Michigan, United States
- Pure Services LLC Subsidiary · Colorado, United States
- PurePressure, LLC Subsidiary · Colorado, United States
- TriGrow Systems LLC Subsidiary · Nevada, United States
- VCP IP Holdings, LLC Subsidiary · Delaware, United States
Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What RYTHM, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, before depreciation | $1.7M9 Dec 31, 2024 | $2.3M9 Dec 31, 2023 | −28.5% |
| Accumulated depreciation | $1.5M9 Dec 31, 2024 | $1.8M9 Dec 31, 2023 | −16.1% |
| Property and equipment, net | $186.0K9 Dec 31, 2024 | $595.0K9 Dec 31, 2023 | −68.7% |
| Operating-lease assets (leased space) | $504.0K9 Dec 31, 2024 | $520.0K9 Dec 31, 2023 | −3.1% |
Investments
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Goodwill | $9.7M5 Dec 31, 2025 | $9.7M5 Dec 31, 2024 | 0% |
| Intangible assets, net (excluding goodwill) | $8.9M5 Dec 31, 2024 | $14.1M7 Dec 31, 2021 | −36.8% |
| Finite-lived intangibles, gross | $8.9M5 Dec 31, 2024 | $17.4M8 Dec 31, 2022 | −48.9% |
| Finite-lived intangibles, net | $8.9M9 Dec 31, 2024 | $14.1M8 Dec 31, 2021 | −36.8% |
Inventory
| Item | Latest | A year before | Change |
|---|---|---|---|
| Inventory, total | $4.0M5 Dec 31, 2025 | $500.0K5 Dec 31, 2024 | +709.0% |
| Raw materials | $947.0K5 Dec 31, 2025 | $4.5M9 Dec 31, 2024 | −78.9% |
| Finished goods | $3.1M5 Dec 31, 2025 | $500.0K5 Dec 31, 2024 | +521.6% |
Properties, in its own words
Our corporate headquarters is in Rolling Meadows, Illinois where we occupy corporate office space. We operate an asset-light business model and do not own any real property. We do not have any material property leases, and we rely on third-party manufacturers, distributors, and service providers to support our operations.
As previously disclosed, the Company’s lease for office space in Troy, Michigan was scheduled to expire in 2026. In March 2025, the Company terminated the lease prior to its scheduled expiration. The termination did not have a material impact on the Company’s consolidated financial statements.
Item 2 of the 10-K filed Mar 3, 2026.4
Leadership
Who has led RYTHM, Inc., and when. Pick a name to see everywhere that person has worked.
Chief executive
President
Chief financial officer
Chief operating officer
2025
- Chief executive officerBenjamin Kovler Nov 15, 2024 to now12
- Chief executive officerRaymond Nobu Chang Jan 27, 2021 to Oct 24, 202413
- ChairRaymond Nobu Chang Jan 27, 2021 to Oct 24, 202413
- PresidentThomas L. Massie Jul 11, 2022 to Jul 11, 202214
- Chief financial officerBrad Asher Apr 3, 2025 to now15
- Chief financial officerTimothy Oakes Aug 10, 2022 to Dec 19, 202216
- Chief financial officerNiv Krikov Jan 27, 2021 to Feb 19, 202117
- Chief operating officerThomas L. Massie Jul 11, 2022 to Jul 11, 202214
- Chief operating officerStuart Anthony Wilcox Jul 18, 2022 to Jul 18, 202218
Board members and other officers (19)
- EVP - Extraction DivisionBrian Towns Jun 14, 2023 to Dec 5, 202419
- Chief Revenue OfficerChristopher J. Benyo Jul 28, 2022 to Aug 10, 202220
- Chief Information OfficerSteve Drucker Jul 28, 2022 to Aug 10, 202221
- Chief Revenue OfficerTimothy John Hayden Nov 14, 2022 to Nov 14, 202222
- Board memberSanjay Tolia Feb 5, 2025 to now23
- Board memberPeter S. Shapiro Feb 6, 2025 to now24
- Board memberI-Tseng Jenny Chan Jan 29, 2024 to Oct 24, 202425
- Board memberArmon Vakili Nov 15, 2024 to now26
- Board memberBenjamin Kovler Nov 15, 2024 to now12
- Board memberRichard A. Drexler Nov 15, 2024 to Nov 21, 202427
- Board memberLeonard J. Sokolow Jan 3, 2022 to Apr 26, 202428
- Board memberMax Holtzman Jul 21, 2022 to now29
- Board memberGuichao Hua Jan 27, 2021 to Nov 30, 202330
- Board memberKrishnan Varier Jan 27, 2021 to now31
- Board memberMatthew Kressy Jan 27, 2021 to Jan 27, 202132
- Board memberThomas L. Massie Jan 27, 2021 to Jul 11, 202233
- Board memberTimothy Mahoney Jan 27, 2021 to now34
- Board memberTimothy Oakes Jan 27, 2021 to Feb 19, 202135
- Board memberStuart Anthony Wilcox Mar 1, 2021 to Feb 4, 202236
Named in SEC Form D filings
People the company listed in its private-offering notices.
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
- AGM Service Company LLC Delaware3
- Agrify Brands, LLC Nevada3
- Agxion, LLC Nevada3
- Ariafy Finance, LLC Massachusetts3
- Cascade Sciences, LLC Delaware3
- Core Growth, LLC Delaware3
- Harbor Mountain Holdings, LLC Georgia3
- Lab Society NewCo, LLC Colorado3
- MC Brands LLC Colorado3
- Precision Extraction NewCo, LLC Michigan3
- Pure Services LLC Colorado3
- PurePressure, LLC Colorado3
- TriGrow Systems LLC Nevada3
- VCP IP Holdings, LLC Delaware3
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Former names
- Agrify CorpJan 24, 2020 to Aug 29, 20252
Timeline
- Aug 11, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares39
- Aug 4, 20268-K Results of operations40
- Jun 18, 20268-K Executive or director change; Shareholder vote41
- May 5, 20268-K Results of operations42
- Apr 1, 20268-K Entered a material agreement; Regulation FD disclosure43
- Mar 3, 20268-K Results of operations44
- Nov 7, 20258-K Results of operations45
- Oct 8, 20258-K Other events46
- Aug 27, 20258-K Entered a material agreement; Ended a material agreement; Completed an acquisition or sale47
- Jun 13, 20258-K Executive or director change; Shareholder vote48
- May 22, 20258-K Entered a material agreement; New debt or obligation; Unregistered sale of shares49
- Mar 31, 20258-K Exit or restructuring costs50
- Nov 15, 2024New chief executive Benjamin Kovler becomes CEO12
- Jan 27, 2021New chief executive Raymond Nobu Chang becomes CEO13
Filings
380 filings to the SEC since October 2021: 7 annual reports, 19 quarterly reports, 96 major events, 129 insider forms, 42 large holders, 8 private raises, 79 other. The latest 20:
- Sep 3, 20264 EDGAR
- Sep 3, 2026SCHEDULE 13D/A EDGAR
- Aug 26, 2026S-8 REGISTRATION STATEMENT EDGAR
- Aug 11, 2026SCHEDULE 13D/A EDGAR
- Aug 11, 20268-K CURRENT REPORT EDGAR
- Aug 4, 202610-Q QUARTERLY REPORT EDGAR
- Aug 4, 20268-K CURRENT REPORT EDGAR
- Jul 9, 2026DEF 14A PROXY STATEMENT EDGAR
- Jun 29, 2026PRE 14A PROXY STATEMENT EDGAR
- Jun 18, 20264 EDGAR
- Jun 18, 20264 EDGAR
- Jun 18, 20264 EDGAR
- Jun 18, 20264 EDGAR
- Jun 18, 20264 EDGAR
- Jun 18, 20268-K CURRENT REPORT EDGAR
- Jun 18, 20264 EDGAR
- Jun 15, 20264 EDGAR
- Jun 11, 2026144 EDGAR
- Jun 10, 2026144 EDGAR
- May 5, 202610-Q QUARTERLY REPORT EDGAR
The 380 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
34 open-market trades by officers, directors and large owners since October 2021: 16 buys and 18 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Jun 17, 2026 | Vakili ArmonDirector | Sale | 2,250 | $26.52 | $59.7K | Form 4 |
| Jun 16, 2026 | Holtzman MaxDirector | Sale | 5,000 | $26.00 | $130.0K | Form 4 |
| Jun 11, 2026 | MAHONEY TIMOTHYDirector | Sale | 5,000 | $26.35 | $131.7K | Form 4 |
| Sep 25, 2025 | Kovler BenjaminInterim CEO | Buy | 1,000 | $37.08 | $37.1K | Form 4 |
| Sep 19, 2025 | Kovler BenjaminInterim CEO | Buy | 1,000 | $39.99 | $40.0K | Form 4 |
| Sep 9, 2025 | Vakili ArmonDirector | Sale | 1,900 | $38.23 | $72.6K | Form 4 |
| Sep 3, 2025 | Kovler BenjaminInterim CEO | Buy | 1,000 | $36.70 | $36.7K | Form 4 |
| Sep 2, 2025 | Kovler BenjaminInterim CEO | Buy | 1,000 | $46.70 | $46.7K | Form 4 |
| Aug 29, 2025 | Holtzman MaxDirector | Sale | 5,000 | $42.71 | $213.5K | Form 4 |
| Jun 26, 2025 | MAHONEY TIMOTHYDirector | Sale | 4,999 | $20.29 | $101.4K | Form 4 |
| Jun 20, 2025 | MAHONEY TIMOTHYDirector | Sale | 1 | $24.00 | $24 | Form 4 |
| Jun 12, 2025 | Varier KrishnanDirector | Sale | 5,000 | $24.03 | $120.1K | Form 4 |
| May 28, 2025 | Varier KrishnanDirector | Sale | 5,836 | $25.50 | $148.8K | Form 4 |
| May 28, 2025 | RSLGH, LLC10% owner | Buy | 7,300 | $25.87 | $188.9K | Form 4 |
| May 27, 2025 | Varier KrishnanDirector | Sale | 2,100 | $25.69 | $53.9K | Form 4 |
| May 27, 2025 | MAHONEY TIMOTHYDirector | Sale | 7,232 | $23.83 | $172.4K | Form 4 |
| May 27, 2025 | Holtzman MaxDirector | Sale | 7,096 | $23.05 | $163.6K | Form 4 |
| May 27, 2025 | RSLGH, LLC10% owner | Buy | 25,000 | $25.00 | $625.0K | Form 4 |
| Dec 3, 2024 | Towns BrianEVP - Extraction | Sale | 5,282 | $40.19 | $212.3K | Form 4 |
| Dec 3, 2024 | Holtzman MaxDirector | Sale | 1,097 | $41.71 | $45.8K | Form 4 |
All 34 trades can be filtered by person here when JavaScript is on.
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- RSLGH, LLCSCHEDULE 13D/A, 11 filings Nov 13, 2024 to Sep 3, 202651
- DOUBLE OR NOTHING LLCSCHEDULE 13G/A, 2 filings Sep 30, 2025 to Feb 5, 202652
- I-Tseng Jenny ChanSCHEDULE 13D/A, 9 filings Jan 29, 2024 to Jan 3, 202553
- Raymond Nobu ChangSCHEDULE 13D/A, 13 filings Dec 30, 2022 to Jan 3, 202554
- Alyeska Investment Group, L.P.SC 13G/A, 2 filings Feb 14, 2023 to Feb 14, 202455
- Marc BegininSC 13D, 1 filing Nov 3, 202256
- ETF MANAGERS GROUP, LLCSC 13G/A, 2 filings Feb 14, 2022 to Aug 26, 202257
Money raised
Private offerings the company reported to the SEC on Form D.
- May 22, 2025Raised $30 million in a private offering of debt Form D: 3 investors so far Form D
- Nov 21, 2024Raised $25.9 million in a private offering of debt Form D: 4 investors so far Form D
- Aug 28, 2024Raised $400,000 in a private offering of equity Form D: $15 million offered in all Form D
- Feb 1, 2022Raised $4 million in a private offering of equity Form D: 10 investors so far Form D
- Jan 25, 2022Raised $27.4 million in a private offering of equity Form D: 6 investors so far Form D
- Dec 31, 2021Raised $2.2 million in a private offering of equity Form D: 7 investors so far Form D
- Oct 1, 2021Raised $17 million in a private offering of equity Form D: $26 million offered in all Form D
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.
| Fund | Shares | Value | Share of the fund | Change |
|---|---|---|---|---|
| Vanguard Capital Management LLC | 45,191 | $1.2M | 0.0% | +17,822 |
| Ieq Capital, LLC | 34,897 | $889.2K | 0.0% | No change |
| Concurrent Investment Advisors, LLC | 22,100 | $563.1K | 0.0% | +10,779 |
| Geode Capital Management, LLC | 13,706 | $349.3K | 0.0% | No change |
| Tidal Investments LLC | 12,356 | $314.8K | 0.0% | −1,953 |
| Corient Private Wealth LP | 9,500 | $242.1K | 0.0% | New |
| Citadel Advisors LLC | 8,416 | $214.4K | 0.0% | New |
| Vanguard Fiduciary Trust Co | 7,593 | $193.5K | 0.0% | +51 |
| Morgan Stanley | 4,759 | $121.3K | 0.0% | No change |
| BlackRock, Inc. | 4,199 | $107.0K | 0.0% | +4,127 |
| UBS Group AG | 873 | $22.2K | 0.0% | −3,445 |
| National Bank Of Canada /fi/ | 500 | $12.7K | 0.0% | No change |
| Tower Research Capital LLC (TRC) | 92 | $2.3K | 0.0% | −113 |
| Caitong International Asset Management Co., Ltd | 5 | $127 | 0.0% | New |
| SBI Securities Co., Ltd. | 4 | $102 | 0.0% | No change |
| Signaturefd, LLC | 3 | $76 | 0.0% | No change |
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How RYTHM, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARRYTHM, Inc.1
- CIK0001800637
- Employer ID (EIN)30-09434534
- Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company4
- Incorporated inNevada4
- Fiscal year endsDecember 311
- Industry code (SIC)0700 Agricultural Services1
- SEC reviewing officeOffice of Industrial Applications and Services, Division of Corporation Finance1
- Business address2220 Hicks Road, Suite 210, Rolling Meadows, IL 600081
- Phone855-420-00201
- Shares outstanding2,179,128 as of Aug 4, 202611
- Public float$26.7M as of Jun 30, 20254
- AuditorGuzmanGray, Costa Mesa, California PCAOB ID 7143; no auditor attestation of internal control over financial reporting4
- On EDGAR sinceJan 24, 20201
- Filings454 in all: 4 (119), 8-K (103), 3 (26), CORRESP (20), SC 13D/A (18), 10-Q (17), SCHEDULE 13D/A (12), UPLOAD (12)1
All 49 form types
D (9), DEF 14A (8), EFFECT (8), 10-K (6), 144 (6), PRE 14A (6), S-1/A (6), DEFA14A (5), S-8 (5), 10-Q/A (4), NT 10-Q (4), S-1 (4), S-3 (4), SC 13D (4), 4/A (3), 424B3 (3), 424B5 (3), DRSLTR (3), NT 10-K (3), SC 13G (3), SC 13G/A (3), 10-K/A (2), 424B4 (2), 8-K/A (2), DRS (2), DRS/A (2), S-3/A (2), SEC STAFF LETTER (2), 144/A (1), 3/A (1), 424B1 (1), 8-A12B (1), ARS (1), CERT (1), D/A (1), DEF 14C (1), FWP (1), PRE 14C (1), S-1MEF (1), SCHEDULE 13G (1), SCHEDULE 13G/A (1)
- Latest filingsAnnual report (10-K) Mar 3, 2026
Quarterly report (10-Q) Aug 4, 2026
Proxy statement (DEF 14A) Jul 9, 2026
Latest 8-K (8-K) Aug 11, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, par value $0.001 per share | RYM | Nasdaq |
From the cover page of the 10-K filed Mar 3, 2026 (Section 12(b) of the Exchange Act).4
Risk factors and legal proceedings
The risks RYTHM, Inc. names in Item 1A of its 10-K filed Mar 3, 2026: 59 risks under these headings, as written.4
- Risks Relating to our Industry
- The 2018 Farm Bill, which federally legalized hemp and hemp products, was amended in a way that would severely restrict or prohibit the Company’s hemp-derived THC products.
- States are passing their own laws regulating, restricting, or prohibiting hemp-derived THC products, creating a difficult regulatory patchwork within which to operate.
- Hemp-derived THC products are not permitted under the Federal Food, Drug, and Cosmetic Act.
- The FDA could issue new regulations that prohibit or strictly limit the sale of hemp-derived THC products.
- Other federal agencies may take enforcement actions against companies selling hemp-derived THC products.
- Hemp-derived THC products are federally illegal if they exceed 0.3% delta-9-THC on a dry weight basis.
- The Company is subject to regulations that could impact its ability to sell its product internationally.
- Third parties with whom we do business may perceive themselves as being exposed to reputational, and even legal, risk because of their relationship with us due to our hemp- and limited cannabis-related licensing activities and may, as a result, refuse to do business with us.
- We face competition from the illicit market as well as larger competitors and licensed medical and adult-use cannabis dispensaries.
- Inconsistent public opinion and perception of the cannabis and hemp industries may hinder market growth and state regulation, which would adversely impact our growth plans and current operations and result in an adverse effect on our business, financial condition, and results of operations.
- Hemp-derived THC products may be shown to have negative health and/or safety impacts upon consumers.
The other 48 risks
- We face risks due to industry immaturity or limited comparable, competitive, or established industry best practices.
- The cannabis and hemp industries could face strong opposition from other industries.
- Our business depends in part on our customers obtaining and/or maintaining appropriate licensing.
- We face risks related to our insurance coverage and uninsurable risks.
- We participate in an evolving and volatile industry.
- Banking regulations could limit access to banking services.
- Risks Related to Our Business
- We have a relatively short operating history, which makes it difficult to evaluate our business and future prospects.
- We may require additional financing to achieve our goals, and a failure to obtain this necessary capital when needed on acceptable terms, or at all, may force us to delay, limit, reduce, or terminate our product manufacturing and development, and other operations.
- We face exposure to fraudulent or illegal activity, and our reputation may be negatively impacted by improper conduct by our business partners, employees or agents.
- We face risks associated with strategic acquisitions.
- There can be no assurance that our current and future strategic alliances or expansions of scope of existing relationships will have a beneficial impact on our business, financial condition and results of operations.
- Past and potential future divestitures or other transactions could adversely affect our costs, revenues, profitability and financial position.
- We have substantial debt and other financial obligations, and we may incur even more debt. Any failure to meet our debt and other financial obligations or maintain compliance with related covenants could harm our business, financial condition, and results of operations.
- We are dependent on key inputs and suppliers; and fluctuations in the cost or availability of materials we use in our products and supply chain could negatively affect our results.
- Our sales are difficult to forecast.
- We may be subject to growth-related risks.
- We rely on third parties for certain products sold to our customers, which could limit our control over the quality of the products.
- We face an inherent risk of product liability and similar claims.
- Our products may be subject to product recalls.
- The growth and success of our business are significantly affected by the continued contributions of personnel employed by Green Thumb, as well as our ability to attract and retain qualified personnel.
- We rely on third parties, including our largest shareholder, to provide numerous capabilities that we depend upon to operate, and a disruption of these systems could adversely affect our business.
- Our success depends in part upon our ability to protect our intellectual property and protecting and defending against intellectual property claims may have a material adverse effect on our business
- We have licensed the intellectual property for certain of our brands for use by state-licensed cannabis operators. While we do not engage in any cannabis-(or “marijuana-”) related activity under the Controlled Substances Act, changes in state regulations of cannabis, changes in U.S. federal cannabis enforcement policy, or a failure of any licensee to comply with the terms of its license agreement or applicable state and local laws and regulations could impair our Licensing Revenue we generate from any licensee and could also impair the value of our brands.
- Our intellectual property is subject to repurchase rights, which, if exercised, could materially adversely affect our business.
- Because we do not control licensees’ actions and we depend on licensees for a substantial portion of our earnings from operations, their conduct could harm our business.
- Our ability to use our net operating losses to offset future taxable income may be subject to certain limitations.
- Failure by our co-manufacturers to comply with food safety, environmental or other laws and regulations, or with the specifications and requirements of our products, may disrupt our supply of products and adversely affect our business.
- We may not be able to obtain or maintain necessary permits and authorizations.
- We are dependent on the popularity of consumer acceptance of our brand portfolio.
- We are and may continue to be subject to constraints on marketing our products.
- Our business and asset portfolio are not highly diversified by either industry or geographically. If our business and assets underperform, our business, financial condition and results of operations would be negatively impacted.
- We face risks related to our products.
- Risks Related to Ownership of our Common Stock
- Concentration of ownership may prevent new investors from influencing significant corporate decisions.
- A large number of shares eligible for public sale could depress the market price of our common stock.
- Our failure to meet the continued listing requirements of Nasdaq could result in a de-listing of our common stock.
- The exercise of all or any number of outstanding warrants or the issuance of stock-based awards may dilute your holding of shares of our Common Stock.
- Provisions in our articles of incorporation, our by-laws and Nevada law might discourage, delay or prevent a change in control of our company or changes in our management and, therefore, depress the trading price of our Common Stock.
- We are an “emerging growth company,” as defined in the JOBS Act, and a “smaller reporting company” within the meaning of the Securities Act, and we cannot be certain if the reduced disclosure requirements applicable to emerging growth companies or smaller reporting companies will make our Common Stock less attractive to investors.
- We have not and do not expect to declare any dividends to our shareholders in the foreseeable future.
- As a public company, we are obligated to develop and maintain proper and effective internal control over financial reporting. These internal controls may not be determined to be effective, which may adversely affect investor confidence in our company and, as a result, the value of our Common Stock.
- General Risk Factors
- Increases in costs, disruption of supply or shortage of raw materials could harm our business.
- Litigation may adversely affect our business, financial condition and results of operations.
- An active, liquid, and orderly trading market for our Common Stock may not develop, the price of our stock may be volatile, and you could lose all or part of your investment.
- We incur increased costs and demands upon management as a result of complying with the laws and regulations affecting public companies, which could adversely affect our operating results.
- Data privacy and security concerns relating to our technology and our practices could damage our reputation, cause us to incur significant liability, and deter current and potential users or customers from using our products and services. Software bugs or defects, security breaches, and attacks on our systems could result in the improper disclosure and use of user data and interference with our users and customers’ ability to use our products and services, harming our business operations and reputation.
- If our shares of Common Stock become subject to the penny stock rules, it would become more difficult to trade our shares.
- The financial and operational projections that we may make from time to time are subject to inherent risks.
- If securities or industry analysts do not publish research or reports about us, our business, or our market, or if they change their recommendations regarding our stock adversely, our stock price and trading volume could decline.
Legal proceedings
From time to time, we are a party to various legal proceedings or claims arising in the ordinary course of business. For information related to significant legal proceedings in which we are involved, see the discussion under the caption Legal Matters in Note 23 - Commitments and Contingencies to our consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K, which information is incorporated by reference into this Item 3.
The opening of Item 3, Legal Proceedings.4
Sources
The numbers on this page point here. Each one links to the record it came from.
- 1SEC EDGARRYTHM, Inc. filings on SEC EDGAR
- 2SEC EDGARRYTHM, Inc. filings on SEC EDGAR
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- 4
- 5SEC EDGARRYTHM, Inc. 10-K for fiscal 2025
- 6SEC EDGARRYTHM, Inc. 10-K for fiscal 2020
- 7SEC EDGARRYTHM, Inc. 10-K for fiscal 2021
- 8SEC EDGARRYTHM, Inc. 10-K for fiscal 2022
- 9SEC EDGARRYTHM, Inc. 10-K for fiscal 2023
- 10SEC EDGARRYTHM, Inc. 10-Q for fiscal 2026
- 11SEC EDGARRYTHM, Inc. 10-Q for fiscal 2026
- 12
- 13
- 14SEC EDGARThomas L. Massie, President
- 15SEC EDGARBrad Asher, Chief financial officer
- 16
- 17SEC EDGARNiv Krikov, Chief financial officer
- 18
- 19
- 20
- 21
- 22
- 23SEC EDGARSanjay Tolia, Board member
- 24SEC EDGARPeter S. Shapiro, Board member
- 25SEC EDGARI-Tseng Jenny Chan, Board member
- 26SEC EDGARArmon Vakili, Board member
- 27SEC EDGARRichard A. Drexler, Board member
- 28SEC EDGARLeonard J. Sokolow, Board member
- 29SEC EDGARMax Holtzman, Board member
- 30SEC EDGARGuichao Hua, Board member
- 31SEC EDGARKrishnan Varier, Board member
- 32SEC EDGARMatthew Kressy, Board member
- 33SEC EDGARThomas L. Massie, Board member
- 34SEC EDGARTimothy Mahoney, Board member
- 35SEC EDGARTimothy Oakes, Board member
- 36SEC EDGARStuart Anthony Wilcox, Board member
- 37
- 38
- 39
- 40SEC EDGARResults of operations
- 41
- 42SEC EDGARResults of operations
- 43
- 44SEC EDGARResults of operations
- 45SEC EDGARResults of operations
- 46SEC EDGAROther events
- 47
- 48
- 49
- 50SEC EDGARExit or restructuring costs
- 51
- 52
- 53
- 54
- 55
- 56SEC EDGARMarc Beginin SC 13D on RYTHM, Inc.
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