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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): August 25, 2025

 

KARTOON STUDIOS, 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 TOON NYSE American LLC

 

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 August 25, 2025, Kartoon Studios, Inc., a Nevada corporation (the “Company”), entered into a new Executive Employment Agreement (the “Employment Agreement”) with Andrew Heyward (the “Heyward Employment Agreement”), which supersedes and replaces Mr. Heyward’s prior employment agreement with the Company. Pursuant to the Heyward Employment Agreement, Mr. Heyward will continue to serve as the Company’s Chief Executive Officer for a three-year term, effective August 25, 2025 (the “Effective Date”) at an annual base salary equivalent to the total annual compensation, paid to Mr. Heyward under his prior employment agreement with the Company. Pursuant to the Heyward Employment Agreement, Mr. Heyward will also be eligible to receive an annual performance bonus upon the achievement of yearly bonus targets.

 

The full text of the Heyward Employment Agreement, a copy of which is attached hereto as Exhibit 10.1 is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit
Number
  Exhibit Description
10.1*   Employment Agreement between Kartoon Studios, Inc. and Andy Heyward, dated August 25, 2025
104   Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document)

 

*

Exhibits and Schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted exhibit and schedule to the SEC upon request.

 

 

 

 

 

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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.

 

 

 

  KARTOON STUDIOS, INC.
   
Date: August 29, 2025 By: /s/ Michael Jaffa
  Name: Michael Jaffa
  Title: General Counsel

 

 

 

 

 

 

 

 

 

 

 

 

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