Business Context and Reporting Period
This Form 8-K reports on the 2019 Annual Meeting of Stockholders held by Genius Brands International, Inc. (trading symbol: GNUS) on June 17, 2019. The filing details the election of directors and the ratification of the independent registered public accounting firm. Note: While the request metadata mentions "Kartoon Studios, Inc.", the filing text explicitly identifies the registrant as "Genius Brands International, Inc."
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This document is a current report regarding corporate governance events and does not contain financial performance data.
Material Changes and Voting Results
Shareholder participation was significant, with 6,641,869 shares present in person or by proxy, representing 63.63% of the total outstanding common stock entitled to vote as of the May 1, 2019 record date.
Director Elections
All eight nominees were elected to the Board of Directors. The voting breakdown for each nominee was as follows:
| Director Name | Votes For | Votes Withheld | Broker Non-Vote |
|---|---|---|---|
| Andy Heyward | 2,581,153 | 165,240 | 3,895,476 |
| Michael Klein | 2,580,053 | 166,340 | 3,895,476 |
| Joseph "Gray" Davis | 2,574,875 | 171,518 | 3,895,476 |
| Lynne Segall | 2,577,006 | 169,387 | 3,895,476 |
| P. Clark Hallren | 2,552,969 | 193,424 | 3,895,476 |
| Anthony Thomopoulos | 2,553,024 | 193,369 | 3,895,476 |
| Bernard Cahill | 2,580,033 | 166,360 | 3,895,476 |
| Margaret Loesch | 2,579,553 | 166,840 | 3,895,476 |
Accounting Firm Ratification
Shareholders ratified the selection of Squar Milner LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2019.
- Votes For: 6,589,456
- Votes Against: 36,649
- Abstentions: 15,764
- Broker Non-Vote: 0
Guidance, Outlook, and Risks
The filing text does not provide guidance, outlook, management commentary on financial performance, risks, contingencies, or unusual items. The document is limited to the reporting of voting results.
Key Facts for Investor Verification
- Verify the company name discrepancy between the request metadata ("Kartoon Studios, Inc.") and the filing registrant ("Genius Brands International, Inc.").
- Confirm the high volume of broker non-votes (3,895,476) relative to votes cast for directors, indicating a significant portion of shares were held by brokers who did not have discretionary voting power on director elections.
- Note the ratification of Squar Milner LLP as the auditor for the 2019 fiscal year.
- Review the 2019 Annual Report (Form 10-K) for the financial metrics absent in this 8-K filing.