SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF
THE SECURITIES EXCHANGE ACT OF 1934
GROM SOCIAL ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
|(State of incorporation or organization)||(I.R.S. Employer Identification No.)|
2060 NW Boca Raton Blvd., #6
Boca Raton, Florida 33431
|(Address of principal executive offices)||(Zip Code)|
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class
to be so registered
Name of each exchange on which
each class is to be registered
|Common Stock, $0.001 par value||The Nasdaq Stock Market LLC|
|Warrants to purchase shares of Common Stock, par value $0.001 per share||The Nasdaq Stock Market LLC|
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. x
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. ¨
If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ¨
Securities Act registration statement file number to which this form relates: 333-253154
Securities to be registered pursuant to
Section 12(g) of the Act: None
|Item 1.||Description of Registrant’s Securities to be Registered.|
A description of the Common Stock, par value $0.001 per share, and of the Warrants to purchase shares of Common Stock, par value $0.001 per share, of Grom Social Enterprises, Inc., a Florida corporation (the “Registrant”), to be registered hereunder is set forth under the captions “Description of Securities – Common Stock” and “Description of Securities – Warrants” in the prospectus that constitutes a part of the Registrant’s Registration Statement on Form S-1, File No. 333-253154 (the “Registration Statement”), initially filed with the U.S. Securities and Exchange Commission on February 16, 2021, as subsequently amended by any amendments to such Registration Statement and by any form of prospectus filed pursuant to Rule 424(b) under the Securities Act of 1933, as amended (“Securities Act”), in connection with such Registration Statement. Such Registration Statement, as amended, and any form of prospectus filed pursuant to Rule 424(b) under the Securities Act that includes such description, are hereby incorporated by reference herein.
Under the “Instructions as to Exhibits” with respect to Form 8-A, no exhibits are required to be filed because no other securities of the Registrant are registered on The Nasdaq Capital Market and the securities registered hereby are not being registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended.
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
|GROM SOCIAL ENTERPRISES, INC.|
|Date: May 12, 2021||By:||
/s/ Darren A. Marks
|Name:||Darren A. Marks|
|Title:||President and Chief Executive Officer|