8-K 1 genius_8k.htm 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 6, 2018



(Name of registrant as specified in its charter)



(State or other jurisdiction of

Incorporation or organization)

(Commission File Number)


(I.R.S. Employer

Identification Number)

301 N. Canon Drive, Suite 305    
Beverly Hills, CA   90210
(Address of principal executive offices)   (Zip Code)



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):


¨ 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))


 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


On March 6, 2018, Rebecca D. Hershinger, the Chief Financial Officer of Genius Brands International, Inc. (the “Company”), notified the Company that she would voluntarily resign from her position with the Company, effective upon the expiration of her employment agreement at the close of business on April 17, 2018. The Company has commenced a search for her replacement and is currently considering certain candidates.


Item 8.01 Other Events.


On March 12, 2018, the Company appointed Michael Jaffa as its General Counsel and Senior Vice President of Business Affairs, effective April 12, 2018. Mr. Jaffa was previously Vice President of Legal and Business Affairs for Hasbro Productions, Head of Business Affairs for DreamWorks Television Animation, and General Counsel and Head of Business Affairs for Thoughtful Media, where he provided business and legal services to Sony Pictures Animation, MGM pictures and Riot Games.





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.



Date: March 12, 2018 By: /s/ Andy Heyward
  Name: Andy Heyward
  Title: Chief Executive Officer