SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 15, 2021
GENIUS BRANDS INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
|(State or other jurisdiction
|(Commission File Number)||(IRS Employer|
190 N. Canon Drive, 4th Fl.
Beverly Hills, CA
|(Address of principal executive offices)||
Registrant’s telephone number, including area code: (310) 273-4222
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
|Title of each class||Trading Symbol(s)||Name of each exchange on which registered|
|Common Stock, par value $0.001 per share||GNUS||The Nasdaq Capital Market|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
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. o
ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On June 15, 2021, the board of directors (the “Board”) of Genius Brands International, Inc. (the “Company”) increased the size of the Board from eight to nine members and appointed Dr. Cynthia Turner-Graham to serve as a member of the Board, effective immediately.
Cynthia Turner-Graham, MD, is a board-certified psychiatrist and Distinguished Life Fellow of the American Psychiatric Association, who brings over 40 years of experience in the healthcare industry as a practicing psychiatrist, healthcare administrator and community leader. Among her accomplishments, Dr. Turner-Graham is the immediate past president of the Suburban Maryland Psychiatric Society, served as a Director of the Washington Psychiatric Society. and will take the helm of Black Psychiatrists of America as President in 2022. She has served as Clinical Assistant Professor of Psychiatry at both Vanderbilt University and Howard University Schools of Medicine.
There were no arrangements or understandings between Dr. Turner-Graham and any other person pursuant to which Dr. Turner-Graham was appointed as a director. There are no transactions to which the Company is a party and in which Dr. Turner-Graham has a material interest that is required to be disclosed under Item 404(a) of Regulation S-K. Dr. Turner-Graham has not previously held any positions with the Company and has no family relationships with any directors or executive officers of the Company.
As a non-employee director, Dr. Turner-Graham is entitled to receive cash compensation in accordance with the arrangements in effect for non-employee directors of the Company.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|GENIUS BRANDS INTERNATIONAL, INC.|
|Date: June 21, 2021||By:||/s/ Andy Heyward|
|Title:||Chief Executive Officer|