Kenneth Solomon
LiveOneAbout Kenneth Solomon
Independent director (age 62), serving on LiveOne’s board since May 24, 2019. Solomon is Chairman & CEO of The Tennis Channel, Partner at Arcadia Investment Partners, Chairman of Ovation TV, and has served as a director of World Golf Tour since 2008. Prior roles include President of Universal Studios Television, Co-head of DreamWorks Television, senior executive positions at News Corp./Fox Broadcasting and Twentieth Century Fox, founding president of Fine Living Network and iBlast; BA in Sociology from UCLA. Board determined he is independent under Nasdaq Rule 5605(a)(2) and SEC rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Universal Studios Television (Studios USA Television) | President | Not disclosed | Oversaw worldwide program/asset development; Emmy for “Law & Order” |
| DreamWorks Television | Co-head | Not disclosed | Helped develop worldwide television operations |
| News Corp./Fox Broadcasting | EVP, Network Distribution; led affiliate conversions; launched NFL/NHL | Not disclosed | Built Fox affiliate network footprint; FX cable launch involvement |
| Twentieth Century Fox Domestic Television | EVP & General Sales Manager | Not disclosed | Domestic TV distribution leadership |
| Fine Living Network (Scripps) | Founding President | Not disclosed | Grew to 25M subscribers; broad distribution |
| iBlast | Founding President | Not disclosed | Built largest digital distribution network (246 TV stations; 93% HHs) |
External Roles
| Organization | Type | Role | Tenure/Notes |
|---|---|---|---|
| The Tennis Channel, Inc. | Media | Chairman & CEO | Current |
| Arcadia Investment Partners | Private investment firm | Partner | Current |
| Ovation TV, Inc. | Media | Chairman | Current |
| World Golf Tour, Inc. | Sports/media | Director | Since 2008 |
Board Governance
- Committee memberships: Audit Committee member; current Audit Committee consists of Solomon and Ramin Arani; no chairman appointed yet after Craig Foster’s resignation. Audit Committee met four times in FY2025; board intends to appoint/expand membership and is searching for additional qualified audit member(s).
- Independence: Board determined Solomon is independent under Nasdaq Rule 5605(a)(2) and SEC rules.
- Attendance: Board met twice; all incumbent directors attended >75% of aggregate board/committee meetings except Solomon, who attended at least two-thirds. Executive sessions of non-management directors are presided over by Jay Krigsman.
- Board & committee structure: Three standing committees (Audit, Nominating, Compensation). Committee composition shows Solomon on Audit only.
Fixed Compensation
| Component | FY2025 Amount ($) | Notes |
|---|---|---|
| Fees earned or paid in cash | — | Company compensated non-employee directors primarily with RSUs in lieu of cash for Oct 1, 2023–Sep 30, 2024; RSU plan continued for a portion of FY2025; anticipated RSU award to vest Oct 31, 2025 for remaining FY2025 period. |
| Stock awards (RSUs) | 91,082 | Aggregate grant-date fair value under ASC 718 for FY2025 director compensation. |
| Option awards | — | No options granted to directors in FY2025. |
| Total | 91,082 | Total director compensation disclosed for FY2025. |
Additional grant detail (Oct 1, 2023–Sep 30, 2024 service period):
| Detail | Value/Terms |
|---|---|
| RSU grant date | September 10, 2024 (Compensation Committee approval) |
| RSU pricing basis | $1.57 per RSU (trailing VWAP) |
| Grant-date fair value to Solomon | $45,541 |
| Vesting | All RSUs vested October 31, 2024; directors could elect to delay vesting for tax purposes. |
Performance Compensation
| Performance metric | Target | Measurement | Outcome |
|---|---|---|---|
| None disclosed for non-employee directors | — | RSUs time-based vesting; no director PSUs or performance conditions disclosed | — |
- Equity award policy: Company generally does not grant stock options and avoids grants around MNPI; restrictions apply to option timing; policy does not apply to RSUs/PSUs. FY2025: no executive stock options granted; disclosure timing not used to affect compensation values.
Other Directorships & Interlocks
| Company | Public/Private | Role | Committee roles | Potential interlocks/conflicts |
|---|---|---|---|---|
| The Tennis Channel, Inc. | Not disclosed | Chairman & CEO | Not disclosed | None disclosed with LiveOne customers/suppliers. |
| Ovation TV, Inc. | Not disclosed | Chairman | Not disclosed | None disclosed. |
| World Golf Tour, Inc. | Not disclosed | Director | Not disclosed | None disclosed. |
| Arcadia Investment Partners | Private | Partner | Not disclosed | None disclosed. |
- Related-party transactions: Proxy discloses related-party items involving affiliates of Robert Ellin and Patrick Wachsberger; no related-person transactions involving Solomon are described.
Expertise & Qualifications
- 20+ years in cable, new media, TV production, distribution, and advertising; senior leadership across Universal, DreamWorks, News Corp/Fox, Scripps.
- Awarded Emmy for “Law & Order”; pioneered multi-platform licensing for “SVU” (NBC/USA Network).
- Board determined qualifications include media/entertainment asset development and distribution expertise.
- Education: BA, Sociology, UCLA; Humanitarian of the Year by H.E.L.P. Group.
Equity Ownership
| Holder | Shares Beneficially Owned | % of Shares Outstanding | Vested vs Unvested | Pledged/Hedged |
|---|---|---|---|---|
| Kenneth Solomon | 265,262 | <1% (based on 97,128,164 shares outstanding) | Not disclosed | Company policy prohibits hedging; pledging requires preapproval; no pledging by Solomon disclosed. |
- Shares outstanding at record date (July 14, 2025): 97,128,164.
Governance Assessment
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Strengths:
- Independence confirmed by board; Audit Committee composed entirely of independent directors.
- Equity-based director compensation aligns pay with shareholder value (RSUs in lieu of cash).
- Policies: No hedging; no option repricing without shareholder approval; restrictive ownership/insider trading guidelines.
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Concerns/Red Flags:
- Attendance: Solomon attended “at least two-thirds” of aggregate board/committee meetings vs. the 75% threshold—attendance shortfall raises engagement risk.
- Audit Committee governance gap: Chair vacancy following Foster’s resignation; search underway but not yet filled—potentially weak oversight signal until resolved.
- Ownership alignment: Beneficial ownership <1% suggests limited personal capital at risk relative to board influence; monitor for additional equity accumulation and compliance with any director ownership guidelines (specific multiples not disclosed).
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Committee effectiveness:
- Audit Committee met four times in FY2025; Arani designated as “audit committee financial expert,” Solomon deemed financially literate. Chair vacancy should be addressed promptly to strengthen oversight continuity.
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Compensation structure signals:
- Shift to RSUs in lieu of cash; time-based vesting indicates retention/alignment focus rather than performance conditioning—acceptable for directors, but no PSUs/performance metrics disclosed.
-
Related-party exposure:
- No related-person transactions identified for Solomon; company discloses related-party items involving other directors/executives, with Audit Committee oversight of related-person transactions policy.