Current Report Filing (8-k)
September 02 2022 - 4:53PM
Edgar (US Regulatory)
0001355848
false
0001355848
2022-09-01
2022-09-01
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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
September 1, 2022
Date of Report (Date of earliest event reported)
GENIUS
BRANDS INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Nevada
(State or other jurisdiction
of incorporation or organization)
|
001-37950
(Commission File Number) |
20-4118216
(I.R.S. Employer Identification No.) |
190
N. Canon Drive, 4th Fl., Beverly
Hills, CA 90210
(Address of principal executive
offices) (Zip Code)
(310) 273-4222
Registrant’s telephone number, including area code
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)) |
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 ☐
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. ☐
Item 3.01. |
Notice of Failure to Satisfy a Continued Listing Rule or Standard; |
On September 1, 2022, the Company received
a letter (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC
(“Nasdaq”) notifying the Company that, it had determined to grant the Company an extension through February 27, 2023 to evidence
compliance with the Bid Price Requirement of $1.00 per share. According to the Notice, if at any time before February 27, 2023, the closing
bid price of the Company’s common stock is at least $1.00 per share for a minimum of 10 consecutive business days, the Staff will
provide written notification that the Company has achieved compliance with the Bid Price Requirement and the common stock will continue
to be eligible for listing on The Nasdaq Capital Market. If, however, compliance with the Bid Price Requirement cannot be demonstrated
by February 27, 2023, the Staff will provide written notification that the Company’s common stock will be subject to delisting.
At that time, the Company may appeal the Staff’s delisting determination to a Panel. There can be no assurance that, if the Company
does appeal the Staff’s delisting determination to the Panel, such appeal would be successful.
SIGNATURES
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: September 2, 2022 |
By: |
/s/ Andy Heyward |
|
Name: Andy Heyward
|
|
Title: Chief Executive Officer |
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