SEC Form 4/A · accession 0001209191-19-015770
Funko, Inc. · FNKO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
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 26, 2019
Accepted (ET)
Mar 4, 2019 · 5:22 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 26, 2019 | S | 9,588 | $20.0912 | D | 182,920 | I | By Fundamental Capital, LLC |
| Class A Common StockF4,F2 | Feb 27, 2019 | S | 570 | $20.2515 | D | 182,350 | I | By Fundamental Capital, LLC |
| Class A Common StockF3,F2 | Feb 26, 2019 | S | 43,678 | $20.0912 | D | 833,299 | I | By Funko International, LLC |
| Class A Common StockF4,F2 | Feb 27, 2019 | S | 2,597 | $20.2515 | D | 830,702 | 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 $20.00 to $20.30, 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 $20.25 to $20.27, 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
This Form 4 amendment is filed solely to correct the transaction dates in Table I Column 2. There are no other changes to the transaction information previously reported.