09/03/2026 | Press release | Distributed by Public on 09/03/2026 17:48
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. 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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | (1) | 09/01/2026 | M | 250,000 | (2) | (2) | CLASS A COMMON STOCK | 250,000 | $ 0 | 750,000 | D | ||||
| Restricted Stock Units | (1) | 09/01/2026 | M | 83,333 | (3)(4) | (3)(4) | CLASS A COMMON STOCK | 83,333 | $ 0 | 666,667 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Simon Josh C/O FUNKO, INC. 2802 WETMORE AVENUE EVERETT, WA 98201 |
X | Chief Executive Officer | ||
| /s/ Tracy Daw, as Attorney-in-Fact for Josh Simon | 09/03/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Each 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. |
| (2) | The original grant of 1,000,000 RSUs has vested or will vest in four equal installments on each of the first through fourth anniversaries of September 1, 2025, subject to the Reporting Person's continued employment with the Issuer through each applicable vesting date, provided that the RSUs vest in full upon a change in control). |
| (3) | The original grant of 750,000 RSUs has vested or will vest on the following terms: (A) 1/3 of the RSUs vest in three equal annual installments on each of the first three anniversaries of September 1, 2025, (B) 1/3 of the RSUs vest based on the achievement of a stock price hurdle equal to or greater than $8.00 per share based on (I) the average of the Companys closing share price over a 45 trading day trailing average or (II) the price received by holders of Class A common stock in connection with a change in control for each share of Class A common stock held on the date of such change in control, and (C) the remaining 1/3 of the RSUs vest based on the achievement of a stock price hurdle equal to or greater than $20.00 per share based on (I) the average of the Companys closing share price over a 45 trading day trailing average or (II) the price received by holders of Class A common stock in connection with a change in control for each share of Class A common stock held on the |
| (4) | (continued from Footnote 3) date of such change in control, which stock price hurdles must be achieved prior to the seventh anniversary of September 1, 2025, and in each case subject to Reporting Person's continued service through the applicable vesting dates. |