UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
Current Report
Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 26, 2015
GENIUS BRANDS INTERNATIONAL, INC.
(Name of registrant as specified in its charter)
Nevada (State or other jurisdiction of Incorporation or organization)
9401 Wilshire Boulevard #608 Beverly Hills, CA (Address of principal executive offices) | 000-54389 (Commission File Number) | 20-4118216 (I.R.S. Employer Identification Number)
90212 (Zip Code) |
Registrant’s telephone number, including area code:(310) 273-4222
(Former name or former address, if changed since last report)
Copies to:
Harvey J. Kesner, Esq.
Sichenzia Ross Friedman Ference LLP
61 Broadway, 32ndFloor
New York, New York 10006
Phone: (212) 930-9700
Fax: (212) 930-9725
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):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| ITEM 7.01 | REGULATION FD DISCLOSURE. |
On March 30, 2015, Genius Brands International, Inc. (the “Company”) distributed the letter attached as Exhibit 99.1 to this Report which included a link to the webcast of the Company’s call with investors that took place on March 26, 2015. The transcript of the call is included as Exhibit 99.2 hereto.
The information disclosed under this Item 7.01, including Exhibits 99.1 and 99.2 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as expressly set forth in such filing.
| ITEM 8.01 | OTHER EVENTS. |
On March 31, 2015, the Company issued a press release. A copy of the press release is attached to this report as Exhibit 99.3.
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
| (d) | Exhibits. |
The exhibit listed in the following Exhibit Index is filed as part of this Current Report on Form 8-K.
| Exhibit No. | Description |
| 99.1 | Genius Brands International, Inc. Letter to Shareholders dated March 30, 2015 |
| 99.2 | Transcript of Investor Call |
| 99.3 | Genius Brands International, Inc. Press Release issued March 31, 2015 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| GENIUS BRANDS INTERNATIONAL, INC. | |
| Date: March 31, 2015 | By:/s/Andrew Heyward |
| Name: Andrew Heyward | |
| Title: Chief Executive Officer |