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): October 16, 2013

 

GENIUS BRANDS INTERNATIONAL, INC.

(Name of registrant as specified in its charter)

 

Nevada

(State or other jurisdiction of

Incorporation or organization)

 

3111 Camino Del Rio North, Suite 400

San Diego, CA

(Address of principal executive offices)

 000-54389
(Commission File Number)

20-4118216

(I.R.S. Employer

Identification Number)

 

 

92108

(Zip Code)

 

Registrant’s telephone number, including area code: (858) 450-2900

 

(Former name or former address, if changed since last report)

 

Copies to:

Harvey J. Kesner, Esq.

Sichenzia Ross Friedman Ference LLP

61 Broadway, 32 nd Floor

New York, New York 10006

Phone: (212) 930-9700

Fax: (212) 930-9725

 

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))

 

 

 

 
 

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

  

On October 16, 2013, Genius Brands International, Inc. (the “Company”) filed a certificate of amendment to its Articles of Incorporation with the Secretary of State of the State of Nevada to increase the number of shares of authorized common stock, $0.001 par value per share, to Seven Hundred Million (700,000,000) shares from Two Hundred and Fifty Million (250,000,000) shares.

 

 Item 9.01 Financial Statements and Exhibits.

 

(d) The following exhibits are filed with this report.

 

Exhibit    
Number   Description
     

  3.1

  

Certificate of Amendment to Articles of Incorporation

 

 

 

 

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: October 17, 2013 By:    /s/ Klaus Moeller
  Name:   Klaus Moeller
  Title:   Chief Executive Officer