Kartoon Studios, Inc. — Director's Dealing 2022

Jan 21, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Genius Brands International, Inc. (GNUS)
CIK: 0001355848
Period of Report: 2021-12-07

Reporting Person: Heyward Andy (Director, CEO and Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-07	Common Stock, par value $0.001 per share	M	937500	—	Acquired	14401782	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-12-07	Restricted Stock Units	$	M	937500	Disposed		Common Stock, par value $0.001 per share (937500)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.001 per share	990728	Indirect
Common Stock, par value $0.001 per share	1234	Indirect

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of GNUS common stock.

F2: The Reporting Person indirectly owns 990,728 shares of common stock over which the Reporting Person holds voting and dispositive power.

F3: The Reporting Person indirectly owns 990,728 shares of common stock over which the Reporting Person holds voting and dispositive power.

F4: On December 7, 2020, the Reporting Person was granted 15,000,000 restricted stock units pursuant to a restricted stock unit agreement, of which (i) 7,500,000 shares vested in four equal installments on the first, second, third and fourth anniversaries of December 7, 2020, and (ii) 7,500,000 shares (characterized as Performance Shares in previous Form 4) vested in four equal installments on the first, second, third and fourth anniversaries of December 7, 2020, based on the achievement of certain performance goals, each subject to the Reporting Person's continued employment. Such agreement was amended and restated in June 2021 to revise the vesting provisions so that (i) an aggregate of 3,750,000 shares vested in four equal installments on the first, second, third and fourth anniversaries of December 7, 2020, and (ii) an aggregate of 11,250,000 shares vested based on achievement of certain performance goals, each subject to the Reporting Person's continued employment.