UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): June 29, 2021

 

LIVEXLIVE MEDIA, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-38249   98-0657263
(State or other jurisdiction 
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

269 South Beverly Drive, Suite 1450

Beverly Hills, CA 90212

(Address of principal executive offices) (Zip Code)

 

(310) 601-2505

(Registrant’s telephone number, including area code)

 

n/a

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

 

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))

 

Securities registered pursuant to Section 12(b) of the Act: 

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common stock, $0.001 par value per share   LIVX   The NASDAQ Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

 

Item 2.02 Results of Operations and Financial Condition.

 

(e) On June 29, 2021, LiveXLive Media, Inc. (the “Company”) amended its 2016 Equity Incentive Plan to increase the number of shares available for issuance under the plan by 5,000,000 shares, which increase was previously approved by the Company’s board of directors and its stockholders at its 2020 annual meeting of stockholders.

  

Item 9.01 Financial Statements and Exhibits.

 

Exhibit
Number
  Description
10.1   Amendment No. 2 to the LiveXLive Media, Inc. 2016 Equity Incentive Plan.

 

  1  

 

 

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.

 

  LIVEXLIVE MEDIA, INC.
   
Date: July 6, 2021 By: /s/ Robert S. Ellin
  Name: Robert S. Ellin
  Title:

Chief Executive Officer and

Chairman of the Board of Directors

 

  2  

Exhibit 10.1

 

AMENDMENT NO. 2 TO

THE LIVEXLIVE MEDIA, INC. 2016 EQUITY INCENTIVE PLAN

 

WHEREAS, the Board of Directors and stockholders of LiveXLive Media, Inc. (the “Company”) have previously adopted the LiveXLive Media, Inc. 2016 Equity Incentive Plan (as amended, the “Plan”);

 

WHEREAS, pursuant to Section 3(a) of the Plan, a total of twelve million six hundred thousand (12,600,000) shares of the Company’s common stock, $0.001 par value per share (the “Common Stock”), have been reserved for issuance under the Plan;

 

WHEREAS, the Company desires to increase the number of shares issuable under the Plan by five million (5,000,000) to seventeen million six hundred thousand (17,600,000) shares, including shares previously issued thereunder;

 

WHEREAS, the Company desires to make certain other changes to the Plan as more fully discussed below; and

 

WHEREAS, Section 19 of the Plan permits the Company to amend the Plan from time to time, subject to certain limitations specified therein.

 

NOW, THEREFORE, the following amendments and modifications are hereby made a part of the Plan subject to, and effective as of the date of, the approval of stockholders of this Amendment No. 2 to the Plan:

 

1. Section 3(a) of the Plan shall be, and hereby is, amended to increase the aggregate number of shares of Common Stock issuable thereunder to seventeen million six hundred thousand, and Section 3(a) is hereby amended and restated in its entirety to read as follows:

 

“(a) Maximum Aggregate Number of Shares. Subject to the provisions of Section 14 hereof, the maximum aggregate number of Shares that may be awarded and sold under the Plan is Seventeen Million Six Hundred Thousand (17,600,000) Shares. The Shares may be authorized, but unissued, or reacquired Common Stock”.

 

2. In all other respects, the Plan, as amended, is hereby ratified and confirmed and shall remain in full force and effect.

 

IN WITNESS WHEREOF, the Company has executed this Amendment No. 2 to the Company’s 2016 Equity Incentive Plan as of June 29, 2021.

 

    LIVEXLIVE MEDIA, INC.
         
    By:    /s/ Michael Quartieri
    Name:   Michael Quartieri
    Title:   Chief Financial Officer