SEC Form 4 · accession 0001140361-26-024268
Funko, Inc. · FNKO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F1 | — | Jun 3, 2026 | A | 28,736 | A | — | — | Class A Common Stock | 28,736 | 28,736 | I |
| Option to Purchase Class A Common StockF3 | $5.22 | Jun 3, 2026 | A | 42,910 | A | — | Jun 3, 2036 | Class A Common Stock | 42,910 | 42,910 | I |
Explanation of responses
- F1Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock or, at the election of the Issuer, an equivalent cash payment. The 14,368 RSUs granted to Jesse Jacobs on June 3, 2026 will vest on June 3, 2027, subject to Mr. Jacobs' continued service with the Issuer through the vesting date. The 14,368 RSUs granted to Mike Kerns on June 3, 2026 will vest on June 3, 2027, subject to Mr. Kerns' continued service with the Issuer through the vesting date.
- F2The RSUs reported on this row were granted to Jesse Jacobs and Mike Kerns as compensation for their service on the Issuer's board of directors and are held by Mr. Jacobs and Mr. Kerns for the benefit of the reporting person.
- F3The options reported on this row were granted to Jesse Jacobs and Mike Kerns as compensation for their service on the Issuer's board of directors and are held by Mr. Jacobs and Mr. Kerns for the benefit of the reporting person. The 21,445 options granted to Mr. Jacobs on June 3, 2026 will vest and become exercisable on June 3, 2027, subject to Mr. Jacobs' continued service with the Issuer through the vesting date. The 21,445 options granted to Mr. Kerns on June 3, 2026 will vest and become exercisable on June 3, 2027, subject to Mr. Kerns' continued service with the Issuer through the vesting date.
Remarks
TCG 3.0 Fuji, LP, which is an affiliate of the reporting person managed by the reporting person, is party to a Stockholders Agreement with the Issuer which gives the reporting person and its affiliates the right to nominate up to two directors to the Issuer's board of directors, subject to certain ownership thresholds. Jesse Jacobs and Mike Kerns serve on the Issuer's board of directors pursuant to this right. Mr. Jacobs is Managing Partner of the reporting person, and Mr. Kerns is a Co-founder and Partner of the reporting person. Accordingly, each of Mr. Jacobs and Mr. Kerns may be determined to represent the interests of the reporting person on the Board of Directors of the Issuer, and accordingly, the reporting person may be deemed to be directors for purposes of Section of the Securities Exchange Act of 1934, as amended.