UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

WASHINGTON,
D.C. 20549



FORM
10-K/A

(Amendment
No. 1)



[X]
ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



For
the year ended December 31, 2019



[
] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



Commission
file number: 001-39132







Rideshare
Rental, Inc.

(Exact
name of registrant as specified in its charter)



YayYo,
Inc.

(former
name of registrant as specified in its charter)



|Delaware                                                                                                                |  | 81-3028414                                                                                   
|----------------------------------------------------------------------------------------------------------------------- |  | ---------------------------------------------------------------------------------------------
|(State
                                         or other jurisdiction of
        incorporation
        or organization) |  | (I.R.S.
                                         Employer
        Identification
        No.)



433
N. Camden Drive, Suite 600

Beverly
Hills, California 90210

(Address
of principal executive offices) (Zip Code)



+1-310-926-2643

(Registrant’s
telephone number, including area code)



Securities
registered pursuant to Section 12(b) of the Act:



|Title
    of each class |  | Trading
    Symbol(s) |  | Name
    of each exchange on which registered
|----------------------- |  | --------------------- |  | ---------------------------------------------
|None                    |  | N/A                   |  | N/A                                          



Securities
registered pursuant to Section 12(g) of the Act:



Common
Stock, $0.000001 par value per share



Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [  ]
No [X]



Indicate
by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes [  ]
No [X]



Indicate
by checkmark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [  ]



Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant
to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit such files). Yes [X] No [  ]



Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting
company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,”
“smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.



|Large
    accelerated filer | [  ] | Accelerated
    filer         | [  ]
|--------------------------- | ---- | ----------------------------- | ----
|Non-accelerated
    filer   | [X]  | Smaller
    reporting company | [X] 
|Emerging
    Growth Company | [X]  |                               |     



If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]



Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [  ] No [X]



State
the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price
at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day
of the registrant’s most recently completed second fiscal quarter.



As
of June 30, 2019, the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was
$12,647,980 based on the closing price as reported on the OTC.



As
of March 27, 2020, there are 29,427,803 shares of common stock, $0.000001 par value per share, outstanding.




















TABLE
OF CONTENTS



|Item Number and Caption                          |  | Page
|------------------------------------------------ |  | ----
|                                                 |  |     
|Explanatory Note                                 |  | 2   
|                                                 |  |     
|PART II                                          |  |     
|                                                 |  |     
|Item 9A. Controls and Procedures                 |  | 3   
|                                                 |  |     
|PART IV                                          |  |     
|                                                 |  |     
|Item 15. Exhibits, Financial Statement Schedules |  | 4   
|                                                 |  |     
|Signatures                                       |  | 5   



1







EXPLANATORY
NOTE





Rideshare Rental,
Inc., formerly known as YayYo, Inc., together with its wholly-owned subsidiaries (the
“Registrant,” the “Company,” “we,” “us,” or “our”) is filing this
Amendment No. 1 on Form 10-K/A (the“Amendment”) to its Annual Report on
Form 10-K for the fiscal year ended December 31, 2019, which was originally filed on March 31, 2020 (the “Original Filing”),
to amend and restate Item 9A of Part II, “Controls and Procedures,” with respect to our conclusions regarding the
effectiveness of our disclosure controls and procedures and our internal control over financial reporting.



The
Amendment was prompted by correspondence we received from the Securities and Exchange Commission (the “SEC”) in November
2020 relating to a review by the SEC of the Original Filing. This review identified an incorrect reference in our Item 9A disclosure
to a previously filed quarterly report on Form 10-Q, as well as a typographical error in the date of the fiscal quarter end, which
resulted in part from former disclosure that was brought forward from an earlier filing into a draft of the Original Filing but
not properly edited. The correspondence also asked us to address the conclusions stated in both our evaluation of the effectiveness
of the Company’s disclosure controls and procedures, and our management’s report on internal control over financial
reporting. We determined that, also as a result of previously filed disclosure not being adequately edited after being brought
forward into the Original Filing, our Item 9A disclosure in the Original Filing inadvertently contained material errors and discrepancies.



Consequently,
we are filing this Amendment to state that, as of December 31, 2019, our evaluation of our disclosure controls and procedures
identified a material weakness and that therefore the Company’s disclosure controls and procedures during the fiscal year
were not effective. Similarly, as also stated in this Amendment, this material weakness
resulted in management’s assessment that the Company’s internal control over financial reporting was also not effective.
The material weakness is described in the amended and restated Item 9A filed herewith.



As
required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the certifications
required by Rule 13a-14(a) under the Exchange Act are also being filed as exhibits to this Amendment. This Amendment should be
read in conjunction with the Original Filing, which continues to speak as of the date of the Original Filing. Except as specifically
noted above, this Amendment does not modify or update disclosures in the Original Filing. Accordingly, this Amendment does not
reflect events occurring after the filing of the Original Filing or modify or update any related or other disclosures, other than
those discussed herein.



2











PART
II





ITEM
9A. CONTROLS AND PROCEDURES



Evaluation
of Disclosure Controls and Procedures



We
maintain a set of disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) designed to ensure
that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized,
and reported within the time periods specified in rules and forms adopted by the SEC.



In
accordance with Rule 13a-15(b) under the Exchange Act, as of the end of the period covered by this annual report on Form 10-K,
an evaluation was carried out under the supervision and with the participation of our management, including our Chief Executive
Officer (“CEO”) and Chief Financial Officer (“CFO”), to assess the effectiveness of our disclosure controls
and procedures as of December 31, 2019. Based upon that evaluation, our CEO and CFO concluded that our disclosure controls and
procedures were not effective to provide reasonable assurance that information required to be disclosed by us in reports that
we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in
the SEC’s rules and forms and is accumulated and communicated to our management, including the CEO and CFO, as appropriate
to allow timely decisions regarding required disclosure due to a material weakness.



A
material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there
is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not
be prevented or detected on a timely basis.



We
do not have sufficient segregation of duties within accounting functions, which is a basic internal control. Due to our size and
nature, segregation of all conflicting duties may not always be possible and may not be economically feasible. However, to the
extent possible, the initiation of transactions, the custody of assets and the recording of transactions should be performed by
separate individuals. Management evaluated the impact of our failure to have segregation of duties on our assessment of our disclosure
controls and procedures and has concluded that the control deficiency that resulted represented a material weakness.



To
address this material weakness, management performed procedures to ensure that the financial statements balances included herein
fairly present, in all material respects, our financial position, results of operations and cash flows for the periods presented.
In fiscal 2020, the Company plans to hire additional accounting and finance staff to address the material weakness identified
herein.



Our
disclosure controls and procedures are designed to provide reasonable, not absolute, assurance that the objectives of our disclosure
control system are met. Because of inherent limitations in all control systems, no evaluation of controls can provide absolute
assurance that all control issues, if any, within a company have been detected.



Changes
in Internal Control over Financial Reporting



There
were no changes in the Company’s internal control over financial reporting that occurred during the fourth quarter of the
fiscal year covered by this Annual Report on Form 10-K that have materially affected, or are reasonably likely to materially affect,
the Company’s internal control over financial reporting.



Management’s
Report on Internal Control over Financial Reporting



As
required by the SEC rules and regulations for the implementation of Section 404 of the Sarbanes-Oxley Act, our management is responsible
for establishing and maintaining adequate internal control over financial reporting. Our internal control over financial reporting
is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of our consolidated
financial statements for external reporting purposes in accordance with GAAP. Our internal control over financial reporting includes
those policies and procedures that:



| | (1) | pertain
    to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions
    of the assets of our company,                                                                                                                                                                                                       
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                                                                                                                                               
| | (2) | provide
    reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated financial statements
    in accordance with accounting principles generally accepted in the United States of America, and that our receipts and expenditures
    are being made only in accordance with authorizations of our management and directors, and
| |     |                                                                                                                                                                                                                                                                                                                                                                               
| | (3) | provide
    reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets
    that could have a material effect on the consolidated financial statements.                                                                                                                                                       





Because
of its inherent limitations, internal control over financial reporting may not prevent or detect errors or misstatements in our
consolidated financial statements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk
that controls may become inadequate because of changes in conditions, or that the degree or compliance with the policies or procedures
may deteriorate. Management assessed the effectiveness of our internal control over financial reporting at December 31, 2019.
In making these assessments, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway
Commission COSO (2013 framework). Based on our assessments and those criteria, management determined that we did not maintain
effective internal control over financial reporting at December 31, 2019.



3











EXHIBIT
INDEX



|Exhibit
    No. |  | Description                                                                                                                                                          
|--------------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                |  |                                                                                                                                                                      
|                |  |                                                                                                                                                                      
|31.1*           |  | Certification of Principal Executive Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.               
|                |  |                                                                                                                                                                      
|31.2*           |  | Certification of Principal Financial and Accounting Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|                |  |                                                                                                                                                                      
|32.1*           |  | Certification of Principal Executive Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.               
|                |  |                                                                                                                                                                      
|32.2*           |  | Certification of Principal Financial and Accounting Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.



|* | Filed
    or furnished herewith.
|- | --------------------------------



4









SIGNATURES



Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf
of the Registrant.



|Dated:
    November 25, 2020 | RIDESHARE
    RENTAL, INC.
|---------------------------- | --------------------------
|                             |                           
|                             | By:                       
|                             |                           
|                             |                           
|                             |                           
|                             | By:                       
|                             |                           
|                             |                           



Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf
of the Registrant and in the capacities and on the dates indicated.



|Signature                  |  | Title                                                              |  | Date                 
|-------------------------- |  | ------------------------------------------------------------------ |  | ---------------------
|                           |  |                                                                    |  |                      
|/s/
    Ramy El-Batrawi    |  | Chief
    Executive Officer and Director                           |  | November
    25, 2020
|Ramy
    El-Batrawi        |  | (Principal
    Executive Officer)                                  |  |                      
|                           |  |                                                                    |  |                      
|/s/
    Ryan Saathoff      |  | Chief
    Financial Officer                                        |  | November
    25, 2020
|Ryan
    Saathoff          |  | (Principal
    Financial Officer and Principal Accounting Officer) |  |                      
|                           |  |                                                                    |  |                      
|/s/
    Stephen M. Sanchez |  | Director                                                           |  | November
    25, 2020
|Stephen
    M. Sanchez     |  |                                                                    |  |                      
|                           |  |                                                                    |  |                      
|/s/
    Harbant S. Sidhu   |  | Director                                                           |  | November
    25, 2020
|Harbant
    S. Sidhu       |  |                                                                    |  |                      
|                           |  |                                                                    |  |                      
|/s/
    Douglas M. Mox     |  | Director                                                           |  | November
    25, 2020
|Douglas
    M. Mox         |  |                                                                    |  |                      
|                           |  |                                                                    |  |                      
|/s/
    John P. O’Neill    |  | Director                                                           |  | November
    25, 2020
|John
    P. O’Neill        |  |                                                                    |  |                      



5