SEC Form SC 13G/A filed by Dolphin Entertainment Inc. (Amendment)

SECURITIES AND EXCHANGE COMMISSION  

Washington, D.C. 20549  

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

DOLPHIN ENTERTAINMENT, INC.

(Name of Issuer)

Common Stock, $0.015 par value per share

(Title of Class of Securities)

25686H100

(CUSIP Number)

April 15, 2022

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Exchange Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Item 1. Name of Issuer; Address of Issuer’s Principal Executive Offices

(a) – (b) This Amendment No. 1 to Schedule 13G is being filed with respect to the common stock, par value $0.015 per share, of Dolphin Entertainment, Inc., a Florida corporation. The address of the principal executive offices of the Issuer is 150 Alhambra Circle, Suite 1200, Coral Gables, FL 33134.

Item 2. Name of Person Filing; Address or Principal Business Office; Citizenship; Title of Class of Securities; Cusip No.

Marvin Shanken

M. Shanken Communications, Inc.

825 Eighth Avenue, 33^rd Floor, New York, NY 10019

Marvin Shanken: United States

M. Shanken Communications, Inc.: New York

Common stock, par value $0.015 per share

25686H100

Item 3. If this statement is filed pursuant to rule 13d-1(b) or 13d-2(b) or (c), check the appropriate box.

Not applicable.

Item 4. Ownership

The information required by Items 4(a) – (c) is set forth in Rows (5) – (11) of the cover page for the Reporting Persons and is incorporated herein by reference.

Item 5. Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following: ☐

Item 6. Ownership of More than Five Percent on Behalf of Another Person

Not applicable.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not applicable.

Item 8. Identification and Classification of Members of the Group

Not applicable.

Item 9. Notice of Dissolution of Group

Not applicable.

Item 10. Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.

EXHIBIT INDEX

EXHIBIT A

Joint Filing Agreement

This agreement is made pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the “Act”), by and among the parties listed below, each referred to herein as a “Joint Filer.” The Joint Filers agree that a statement of beneficial ownership as required by Sections 13(g) or 13(d) of the Act and the Rules thereunder may be filed on each of their behalf on Schedule 13G or 13D, as appropriate, and that said joint filing may thereafter be amended by further joint filings. The Joint Filers state that they each satisfy the requirements for making a joint filing under Rule 13d-1.