Kartoon Studios, Inc. — Director's Dealing 2012

May 17, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Genius Brands International, Inc. (GNUS)
CIK: 0001355848
Period of Report: 2011-12-31

Reporting Person: MEADER MICHAEL (Director, President, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-02	Common Stock	A	2262336	—	Acquired	11153469	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-12-31	Options	$0.22	A	100000	Acquired	2016-12-21	Common Stock (100000)	Direct

Footnotes

F1: Acquired on May 2, 2012 pursuant to a conversion of a then outstanding note balance of $452,476.10 into 2,262,336 shares of the Company's common stock.

F2: Represents 6,653,469 shares held by The Meader Family Trust dated June 27, 2002, over which Mr. Meader acts as co-trustee with Suzanne Donayan Meader and shares voting and dispositive power, and 4,500,000 shares held by three separate trusts established for the benefit of Mr. Meader's children, over which Mr. Meader acts as co-trustee with Suzanne Donayan Meader. Mr. Meader disclaims ownership of the 4,500,000 shares held in the children's trusts.

F3: Issued directly from the Issuer to Reporting Person pursuant to the Issuer's Stock Option Plan on December 31, 2011.