0001123292-21-001135.txt : 20210712
0001123292-21-001135.hdr.sgml : 20210712
20210712210059
ACCESSION NUMBER: 0001123292-21-001135
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210708
FILED AS OF DATE: 20210712
DATE AS OF CHANGE: 20210712
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Brotman Kenneth R.
CENTRAL INDEX KEY: 0001719473
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38274
FILM NUMBER: 211086611
MAIL ADDRESS:
STREET 1: C/O FUNKO, INC.
STREET 2: 2802 WETMORE AVENUE
CITY: EVERETT
STATE: WA
ZIP: 98201
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Funko, Inc.
CENTRAL INDEX KEY: 0001704711
STANDARD INDUSTRIAL CLASSIFICATION: GAMES, TOYS & CHILDREN'S VEHICLES (NO DOLLS & BICYCLES) [3944]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2802 WETMORE AVE
CITY: EVERETT
STATE: WA
ZIP: 98201
BUSINESS PHONE: 425-783-3616
MAIL ADDRESS:
STREET 1: 2802 WETMORE AVE
CITY: EVERETT
STATE: WA
ZIP: 98201
4
1
edgar.xml
PRIMARY DOCUMENT
X0306
4
2021-07-08
0001704711
Funko, Inc.
FNKO
0001719473
Brotman Kenneth R.
C/O ACON INVESTMENTS, L.L.C.
1133 CONNECTICUT AVE., NW, SUITE 700
WASHINGTON
DC
20036
1
0
0
0
Class A Common Stock
2021-07-08
4
C
0
3722
A
3722
I
By ACON Funko Investors, L.L.C.
Class A Common Stock
2021-07-08
4
S
0
3722
20.26
D
0
I
By ACON Funko Investors, L.L.C.
Class A Common Stock
2021-07-08
4
S
0
1763
20.26
D
3915959
I
By ACON Funko Investors Holdings 1, L.L.C.
Class A Common Stock
2021-07-08
4
S
0
743
20.26
D
1651146
I
By ACON Funko Investors Holdings 2.5, L.L.C.
Class A Common Stock
2021-07-08
4
S
0
2076
20.26
D
4609801
I
By ACON Funko Investors Holdings 3.5, L.L.C.
Class A Common Stock
2021-07-08
4
S
0
2
20.26
D
15294
I
By ACON Funko Manager, L.L.C.
Class B Common Stock
2021-07-08
4
D
0
3722
D
8266644
I
By ACON Funko Investors, L.L.C.
Class A Common Stock
2021-07-09
4
C
0
30033
A
30033
I
By ACON Funko Investors, L.L.C.
Class A Common Stock
2021-07-09
4
S
0
30033
20.27
D
0
I
By ACON Funko Investors, L.L.C.
Class A Common Stock
2021-07-09
4
S
0
14227
20.27
D
3901732
I
By ACON Funko Investors Holdings 1, L.L.C.
Class A Common Stock
2021-07-09
4
S
0
5999
20.27
D
1645147
I
By ACON Funko Investors Holdings 2.5, L.L.C.
Class A Common Stock
2021-07-09
4
S
0
16747
20.27
D
4593054
I
By ACON Funko Investors Holdings 3.5, L.L.C.
Class A Common Stock
2021-07-09
4
S
0
16
20.27
D
15278
I
By ACON Funko Manager, L.L.C.
Class B Common Stock
2021-07-09
4
D
0
30033
D
8236611
I
By ACON Funko Investors, L.L.C.
Class A Common Stock
2021-07-12
4
C
0
12482
A
12482
I
By ACON Funko Investors, L.L.C.
Class A Common Stock
2021-07-12
4
S
0
12482
20.08
D
0
I
By ACON Funko Investors, L.L.C.
Class A Common Stock
2021-07-12
4
S
0
5913
20.08
D
3895819
I
By ACON Funko Investors Holdings 1, L.L.C.
Class A Common Stock
2021-07-12
4
S
0
2493
20.08
D
1642654
I
By ACON Funko Investors Holdings 2.5, L.L.C.
Class A Common Stock
2021-07-12
4
S
0
6960
20.08
D
4586094
I
By ACON Funko Investors Holdings 3.5, L.L.C.
Class A Common Stock
2021-07-12
4
S
0
7
20.08
D
15271
I
By ACON Funko Manager, L.L.C.
Class B Common Stock
2021-07-12
4
D
0
12482
D
8224129
I
By ACON Funko Investors, L.L.C.
Common Units of Funko Acquisition Holdings, L.L.C.
2021-07-08
4
C
0
3722
D
Class A common stock
3722
8266644
I
By ACON Funko Investors, L.L.C.
Common Units of Funko Acquisition Holdings, L.L.C.
2021-07-09
4
C
0
30033
D
Class A common stock
30033
8236611
I
By ACON Funko Investors, L.L.C.
Common Units of Funko Acquisition Holdings, L.L.C.
2021-07-12
4
C
0
12482
D
Class A common stock
12482
8224129
I
By ACON Funko Investors, L.L.C.
Represents the redemption by the Issuer of common units of Funko Acquisition Holdings, L.L.C. in exchange for newly-issued shares of Class A common stock on a one-for-one basis.
ACON Funko Manager, L.L.C. is (x) the sole manager of, and exercises voting and investment power over shares held by, ACON Funko Investors, L.L.C. and (y) the sole managing member of, and exercises voting and investment power over shares held by, ACON Funko Investors Holdings 1, L.L.C. ACON Equity GenPar, L.L.C. is the sole managing member of, and exercises voting and investment power over shares held by, each of ACON Funko Investors Holdings 2.5, L.L.C. and ACON Funko Investors Holdings 3.5, L.L.C. Voting and investment decisions at ACON Funko Manager, L.L.C. are made by a board of managers, the members of which are Bernard Aronson, Kenneth Brotman, Jonathan Ginns, Daniel Jinich, Andre Bhatia and Aron Schwartz. Voting and investment decisions at ACON Equity GenPar, L.L.C. are made by an investment committee, the members of which are Bernard Aronson, Kenneth Brotman, Jonathan Ginns, Daniel Jinich, Andre Bhatia and Aron Schwartz.
The Reporting Person is employed by an affiliate of ACON Funko Manager, L.L.C. and ACON Equity GenPar, L.L.C., and may be deemed to beneficially own securities owned by them. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 of the Exchange Act or any other purpose.
The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on May 11, 2021.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.00 to $20.50, 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 footnotes (5), (8) and (9) to this Form 4.
The shares of 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.
Reflects the cancellation for no consideration of a number of shares of Class B common stock equal to the number of common units of Funko Acquisition Holdings, L.L.C. redeemed by the Issuer pursuant to their terms in connection with the redemption.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.06 to $20.75, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.00 to $20.23, inclusive.
At the request of the holder, the common units may be redeemed for, at the Issuer's election, newly-issued shares of Class A common stock on a one-for-one basis or a cash payment equal to a volume weighted average market price of one share of Class A common stock for each common unit redeemed.
/s/ Teresa Bernstein, Attorney-in-fact
2021-07-12