SEC Form 4 · accession 0001209191-19-013062
Funko, Inc. · FNKO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Richard L. McNally
10% Owner
Fundamental Capital Partners, LLC
10% Owner
Funko International, LLC
10% Owner
Kevin G. Keenley
10% Owner
Period of report
Feb 21, 2019
Accepted (ET)
Feb 25, 2019 · 5:08 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001704711
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF3,F2 | Feb 21, 2019 | S | 492 | $19.2941 | D | 210,562 | I | By Fundamental Capital, LLC |
| Class A Common StockF4,F2 | Feb 22, 2019 | S | 9,000 | $19.5112 | D | 201,562 | I | By Fundamental Capital, LLC |
| Class A Common StockF5,F2 | Feb 25, 2019 | S | 9,054 | $19.9207 | D | 192,508 | I | By Fundamental Capital, LLC |
| Class A Common StockF3,F2 | Feb 21, 2019 | S | 2,243 | $19.2941 | D | 959,223 | I | By Funko International, LLC |
| Class A Common StockF4,F2 | Feb 22, 2019 | S | 41,000 | $19.5112 | D | 918,223 | I | By Funko International, LLC |
| Class A Common StockF5,F2 | Feb 25, 2019 | S | 41,246 | $19.9207 | D | 876,977 | I | By Funko International, LLC |
| Class B Common StockF1,F2 | holding | — | — | — | 973,138 | I | By Fundamental Capital, LLC | |
| Class B Common StockF1,F2 | holding | — | — | — | 4,456,538 | I | By Funko International, LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Shares of Class B common stock, par value $0.0001 per share ("Class B Common Stock") (i) confer no incidents of economic ownership on the holders thereof, (ii) only confer voting rights on the holders thereof, and (iii) may only be issued, on a one-for-one basis, to the permitted holders of Common Units of Funko Acquisition Holdings, L.L.C. ("Common Units"). Common Units may be redeemed by the Reporting Person at any time for shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock"), on a one-for-one basis.
- F2Fundamental Capital, LLC ("Fundamental Capital") is the Manager of Funko International, LLC ("Funko International") and Fundamental Capital Partners, LLC ("FCP") is the Manager of Fundamental Capital. Richard McNally and Kevin Keenley are the sole members of and hold voting membership interests in FCP. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interests therein, if any.
- F3The price reported is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions at prices ranging from $19.25 to $19.35, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F4The price reported is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions at prices ranging from $19.25 to $19.70, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F5The price reported is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions at prices ranging from $19.75 to $20.07, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
Remarks
Exhibit List: Exhibit 24 - Power of Attorney of Richard L. McNally