Grom Social Enterprises (GROM) Form 4 Grom Social Enterprises / Melvin Leiner ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Leiner Melvin

(Last) (First) (Middle)

C/O GROM SOCIAL ENTERPRISES, INC.

2060 NW BOCA RATON BLVD, SUITE #6

(Street)

BOCA RATON FL 33431

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Grom Social Enterprises, Inc. [ GRMM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
COO/CFO/Exec VP/Secy

3. Date of Earliest Transaction (Month/Day/Year)
08/17/2017

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/17/2017		J(1)		6,289,091(1)	A	$0.00	8,979,802	I	See Footnote(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option	$0.36	08/17/2017		J(1)		4,170,000(1)		06/11/2014(2)	06/11/2019	Common Stock	4,170,000	$0.00	4,170,000	I	See footnote(3)
Option	$0.72	08/17/2017		J(1)		4,170,000(1)		04/15/2015(2)	04/15/2020	Common Stock	4,170,000	$0.00	8,340,000	I	See footnote(3)
Option	$0.78	08/17/2017		J(1)		1,042,500(1)		02/15/2016(2)	02/15/2021	Common Stock	1,042,500	$0.00	9,382,500	I	See footnote(3)

Explanation of Responses:

1. Reporting Person held shares of common stock and options to purchase shares of common stock in Grom Holdings, Inc., a Delaware corporation, which was acquired by the Issuer on August 17, 2017. The Grom Holdings, Inc. shares and options were exchanged for similar securities of the Issuer on a 4.17 to 1 basis.

2. Represents original exercise date of options granted by Grom Holdings, Inc., a Delaware corporation, to Reporting Person which was acquired by the Issuer on August 17, 2017. Teh options were exchanged for similar securities of the Issuer on a 4.17 to 1 basis.

3. Shares are held by 4 Life LLC of which Reporting Person is the Managing Member.

	/s/ Melvin Leiner	01/03/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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