Washington, D.C. 20549


FORM 12b-25




Commission File Number: 001-37950


(Check one): x     Form 10-K  ¨   Form 20-F    ¨    Form 11-K  ¨   Form 10-Q   ¨   Form 10-D  
  ¨   Form N-SAR   ¨   Form N-CSR       


  For Period Ended: December 31, 2021


  ¨   Transition Report on Form 10-K
  ¨   Transition Report on Form 20-F
  ¨   Transition Report on Form 11-K
  ¨   Transition Report on Form 10-Q
  ¨   Transition Report on Form N-SAR
  For the Transition Period Ended: _________________





(Full Name of Registrant)


(Former Name if Applicable)


190 N. Canon Drive, 4th Fl.

Address of Principal Executive Office


Beverly Hills, CA 90210

City, State and Zip Code




PART II — RULES 12b-25(b) AND (c)


If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)


  x (a) The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
  x (b) The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and
  ¨ (c) The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.







State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period. (Attach extra Sheets if Needed)


The Registrant is unable to file its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, by the prescribed date of March 31, 2022 due to the complexity in compiling information related to the Chizcomm acquisition. The Company believes this extension will ensure thorough disclosure of the financial information required to be included in the Form 10-K, which delay could not be eliminated by Registrant without unreasonable effort and expense. In accordance with Rule 12b-25 of the Securities Exchange Act of 1934, Registrant plans to file its Form 10-K within 5 business days and in any event no later than the fifteenth calendar day following the prescribed due date.  




(1) Name and telephone number of person to contact in regard to this notification


  Robert Denton   (310)   273-4222  
  (Name)   (Area Code)   (Telephone Number)  


(2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s).
  Yes x   No ¨
(3) Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?
  Yes  ¨   No x 


Genius Brands International, Inc.

 (Name of Registrant as Specified in Charter)


has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.


Date: March 31, 2022 By: /s/ Andy Heyward
  Andy Heyward
  Chief Executive Officer