AND EXCHANGE COMMISSION
to Section 13 or 15(d) of the Securities Exchange Act of 1934
of Report (Date of earliest event reported): January 21, 2021 (January 19, 2021)
Edison Nation, Inc.)
Name of Registrant as Specified in Charter)
or other jurisdiction
West Broad Street, Suite 1004
|(Address of principal
Telephone Number, Including Area Code)
name or former address, if changed since last report)
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:
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))|
registered pursuant to Section 12(b) of the Act:
of each class
of each exchange on which registered|
|Common Stock, $0.001
par value per share
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).
growth company [X]
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. [X]
1.01. Entry into a Material Definitive Agreement.
19, 2021, Vinco Ventures, Inc. (“Vinco Ventures”), ZVV Media Partners, LLC (the “Company”) and Zash
Global Media and Entertainment Corporation (“ZASH”) entered into a Contribution Agreement (the
“Agreement”). Vinco Ventures and ZASH desire to establish the newly formed Company in order to engage in the
development and production of consumer facing content and related activities.
the terms of the Agreement, Vinco Ventures and ZASH shall contribute certain assets (the “Contributed Assets”) to
the Company. At Closing, Vinco Ventures and ZASH shall enter into a limited liability operating agreement of the Company and a
content distribution agreement with American Syndication Media Corporation (“ASMC”). The Company shall not assume
any liabilities of either Vinco Ventures or ZASH except those liabilities arising in or specifically relating to periods, events
or occurrences happening with respect to the Contributed Assets on or after the Closing Date. In consideration of the Contributed
Assets, the Company shall issue to Vinco Ventures and ZASH 5,000 Units. The transaction closed on January 19, 2021.
8.01. Other Events
January 19, 2021, Vinco Ventures’ Board of Directors elected to form a new subsidiary, ZVV Media Partners, LLC, for the
purpose of entering into the Contribution Agreement. Vinco Ventures and ZASH shall each own fifty percent of the new entity.
9.01. FINANCIAL STATEMENTS AND EXHIBITS.
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 thereunto duly authorized.
January 21, 2021
||VINCO VENTURES, INC.|
Christopher B. Ferguson|
||Christopher B. Ferguson|
||Chief Executive Officer|