SCHEDULE: Double or Nothing LLC Boosts RYTHM Stake to 9.9%

Sentiment:

Beneficial Ownership Disclosure


Double or Nothing LLC, along with Charles Bieler and Joel Gott, reported a 9.9% beneficial ownership stake in RYTHM, Inc. as of December 31, 2025.

Summary

  • Double or Nothing LLC, Charles Bieler, and Joel Gott (the "Reporting Persons") collectively reported beneficial ownership of 227,995 shares of RYTHM, Inc. common stock.
  • This ownership represents 9.9% of RYTHM, Inc.'s outstanding common stock.
  • The beneficially owned shares include 211,386 shares of common stock and 133,109 shares underlying pre-funded warrants.
  • The ownership is subject to a beneficial ownership limitation of 9.99% due to provisions in the pre-funded warrants.
  • The Reporting Persons share both voting and dispositive power over all 227,995 shares.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive signal, indicating a significant, albeit passive, investment in RYTHM, Inc. by an established investment group, which can be interpreted as a vote of confidence.

Positives

  • A significant ownership stake by an investment group and its principals indicates a level of confidence in RYTHM, Inc.'s prospects.
  • The inclusion of pre-funded warrants suggests a prior strategic investment that has now been formally disclosed as a significant stake.

Risks

  • The Reporting Persons certify that the securities were not acquired for the purpose of changing or influencing control of RYTHM, Inc., which limits the potential for immediate activist investor engagement, though it allows for activities solely in connection with a nomination under Rule 240.14a-11.

Future Outlook

The filing does not contain any forward-looking statements or guidance from RYTHM, Inc. or the Reporting Persons regarding the company's future performance or strategic direction.

Industry Context

StockSavvy.ai notes that the disclosure of a significant passive stake, even if not intended for control, can sometimes draw increased attention to a company. While the certification disclaims activist intent, the presence of a notable investment group on the shareholder roster is a factor for market observers.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Shareholder Intent DisclosureThe Reporting Persons certify that their securities were not acquired and are not held for the purpose of changing or influencing the control of RYTHM, Inc., nor in connection with any transaction having that purpose, other than activities solely in connection with a nomination under Rule 240.14a-11.12/31/2025This certification clarifies the passive nature of the investment, reducing immediate concerns about potential activist pressure on RYTHM, Inc.'s management or board, while still allowing for potential board nominations.

Related Party Transactions

  • Charles Bieler and Joel Gott are the members of Double or Nothing LLC. As such, they are each deemed beneficial owners of all shares of Common Stock held by Double or Nothing LLC, establishing a related party relationship among the Reporting Persons regarding their beneficial ownership.

Stakeholder Impact

  • Shareholders: The disclosure of a significant, passive ownership stake by an investment group may provide a degree of confidence or stability.
  • Management: Awareness of a notable shareholder group, though certified as passive, may influence strategic considerations.

Key Dates

DateDescription
12/31/2025Date of event which requires the filing of this statement (beneficial ownership threshold met).
02/05/2026Date the Schedule 13G Amendment No. 1 was signed and filed.

Recommendation

hold

The filing indicates a significant, passive ownership stake by Double or Nothing LLC and its principals in RYTHM, Inc. While this demonstrates confidence from the reporting persons, the filing explicitly states the investment is not for control purposes, limiting immediate activist upside. This disclosure alone does not present new fundamental data to warrant a change from a 'hold' position, but it confirms a notable investor presence.

Keywords

RYTHM Inc., Common Stock, Schedule 13G, Beneficial Ownership, Double or Nothing LLC, Charles Bieler, Joel Gott, Pre-funded Warrants, Investment

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