---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-26-043599"
form_type: "8-K"
ticker: "RIME"
cik: "0000923601"
company_name: "Algorhythm Holdings, Inc."
filed_at: "2026-09-21T21:17:20+00:00"
generated_at: "2026-09-21T21:18:14.466063+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# Algorhythm acquires Azure Energy renewable assets for $23M stock; new CEO appointed

## Summary
- Acquired substantially all assets of Azure Energy for $23M in Parent stock: 4,076,312 common shares (19.99%) and 22,038 Series B preferred.
- Option to buy 79.0286% of Azure Energy S.R.L. for $30M exercise price, exercisable for 36 months; up to 50% cash, balance in Series B preferred.
- CEO Gary Atkinson and CFO Alex Andre terminated; Andrew Thompson named CEO, Ryan Smith COO, Leticia Raele interim CFO and CAO.
- Exchanged 3,500 Series A preferred shares for $4,025,000 Secured Pre-Paid Purchase #5 at 9% interest, due 2029; existing Series A cancelled.
- Board expanded from 6 to 7 directors; Thompson appointed Chairman; Seller nominated two directors including Thompson and Gregory D. Smith.

## SEC filing metadata
- accession: 0001493152-26-043599
- form_type: 8-K
- ticker: RIME
- cik: 0000923601
- company_name: Algorhythm Holdings, Inc.
- filed_at: 2026-09-21T21:17:20+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 1.01, 5.02, 2.01, 9.01, 2.03, 3.02, 3.03, 5.03, 7.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/923601/000149315226043599/0001493152-26-043599-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/923601/000149315226043599/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-26-043599
- JSON: https://secwatch.observer/filing/0001493152-26-043599.json
- Plain text: https://secwatch.observer/filing/0001493152-26-043599.txt

## Key facts
- Executive change
  Ryan J. Smith was appointed as Chief Operating Officer at Algorhythm Holdings, Inc..
  - Action: appointed
  - Role: Chief Operating Officer
  source text: The Board also appointed Ryan J. Smith to serve as the Company’s Chief Operating Officer, effective as of September 15, 2026.
  evidence_url: https://www.sec.gov/Archives/edgar/data/923601/000149315226043599/0001493152-26-043599-index.htm
- Executive change
  Andrew Thompson was appointed as Chief Executive Officer at Algorhythm Holdings, Inc..
  - Action: appointed
  - Role: Chief Executive Officer
  source text: the Board appointed Andrew Thompson to serve as the Company’s Chief Executive Officer.
  evidence_url: https://www.sec.gov/Archives/edgar/data/923601/000149315226043599/0001493152-26-043599-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.