GSMG NASDAQ GS 3.8700 0.0800 ( 2.11% ) Vol: 43666 Last Updated Apr 16 03:59PM EDT

Investor Relations

Statement of changes in beneficial ownership of securities

SEC Form 4

FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVALOMB Number:3235-0287Estimated average burdenhours per response:0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*Zhang Ran
(Last)(First)(Middle)22ND FLOOR, BLOCK B, XINHUA TECHNOLOGYBUILDING, NO. 8 TUOFANGYING SOUTH ROAD
(Street)CHAOYANG DISTRICT, BEIJING,F4100016
(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
GLORY STAR NEW MEDIA GROUP HOLDINGS Ltd [ GSMG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)Director10% OwnerXOfficer (give title below)Other (specify below)VP&Supv-GloryStarMedia Beijing
3. Date of Earliest Transaction (Month/Day/Year)
05/29/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)XForm filed by One Reporting PersonForm filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8)4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Ordinary Shares05/29/2020
A
10,000(1)A(1)1,858,161(2)D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)2. Conversion or Exercise Price of Derivative Security3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8)5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)8. Price of Derivative Security (Instr. 5)9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Pursuant to the Issuer's 2019 Equity Incentive Plan, the Ms. Ran Zhang was awarded 10,000 restricted shares under the Issuer's Restricted Stock Bonus Agreement (the "Award"). The Award is subject to the following vesting schedule: 50% of the restricted shares shall vest on May 29, 2020 (the "Grant Date"), and 50% of the restricted shares shall vest on a date that is 90 days from the Grant Date.
2. Ms. Ran Zhang is the sole shareholder and director of Fashion Starlight Limited. The share amounts beneficially owned also includes 1,848,161 ordinary shares of the Issuer held by Fashion Starlight Limited.

/s/ Ran Zhang06/01/2020

** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.