OTHER INFORMATION.
−Removed: On December 7, 2020, Andy Heyward, the Company’s Chief Executive
−Removed: Officer, received an aggregate of 15,000,000 restricted stock units (“RSUs”), each representing a contingent right to receive
−Removed: one share of Company common stock, under the Company’s 2020 Incentive Plan, as amended.
−Removed: Of such RSUs, (i) 7,500,000 RSUs were to
−Removed: vest in four equal installments on the first, second, third and fourth anniversaries of December 7, 2020, subject to his continued employment,
−Removed: and (ii) 7,500,000 RSUs vested in four equal installments on the first, second, third and fourth anniversaries of December 7, 2020, based
−Removed: on achievement of certain performance goals and subject to his continued employment.
−Removed: On June 23, 2021, the Compensation Committee of the
−Removed: Board of Directors amended such RSU awards so that 3,750,000 of such RSUs shall continue to vest in four equal installments on the first,
−Removed: second, third and fourth anniversaries of December 7, 2020, subject to his continued employment and the remaining 11,250,000 RSUs shall
−Removed: vest as follows:
−Removed: (i) 3,750,000 RSUs vest when the Company’s common stock closing sale price equals or exceeds $3.00 per share or
−Removed: the Company’s market capitalization equals or exceeds $903,000,000 for 20 consecutive trading days;
−Removed: (ii) 3,750,000 RSUs vest when
−Removed: the Company’s common stock closing sale price equals or exceeds $3.50 per share or the Company’s market capitalization equals
−Removed: or exceeds $1,053,500,000 for 20 consecutive trading days, and (iii) 3,750,000 RSUs vest when the Company’s common stock closing
−Removed: sale price equals or exceeds $3.75 per share or the Company’s market capitalization equals or exceeds $1,128,750,000 for 20 consecutive
−Removed: trading days.
−Removed: In addition to the stock price and market capitalization vesting conditions set forth above, such 11,250,000 RSUs may also
−Removed: vest in four equal installments on the first, second, third and fourth anniversaries of December 7, 2020, based on achievement of certain
−Removed: operating performance-based vesting conditions established by the Compensation Committee and subject to his continued employment and also
−Removed: subject to pro rata adjustment for vesting pursuant to the stock price or market capitalization vesting conditions.
Section 302 Certification of Chief Executive Officer.
11 unchanged sentences
** Furnished herewith
−Removed: Pursuant to the requirements of the
−Removed: Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the
−Removed: undersigned, thereunto duly authorized.
+Added: Pursuant to the requirements of the Securities
+Added: Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
+Added: duly authorized.
GENIUS BRANDS INTERNATIONAL, INC.
−Removed: August 16, 2021
+Added: November 15, 2021
/s/ Andy Heyward
1 unchanged sentence
(Principal Executive Officer)
−Removed: August 16, 2021
+Added: November 15, 2021
/s/ Robert L Denton
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.