0001140361-24-029234.txt : 20240607 0001140361-24-029234.hdr.sgml : 20240607 20240607120235 ACCESSION NUMBER: 0001140361-24-029234 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240604 FILED AS OF DATE: 20240607 DATE AS OF CHANGE: 20240607 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TCG Capital Management, LP CENTRAL INDEX KEY: 0001930483 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38274 FILM NUMBER: 241028160 BUSINESS ADDRESS: STREET 1: 12180 MILLENNIUM DRIVE STREET 2: SUITE 500 CITY: PLAYA VISTA STATE: CA ZIP: 90094 BUSINESS PHONE: (310) 633-2900 MAIL ADDRESS: STREET 1: 12180 MILLENNIUM DRIVE STREET 2: SUITE 500 CITY: PLAYA VISTA STATE: CA ZIP: 90094 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Funko, Inc. CENTRAL INDEX KEY: 0001704711 STANDARD INDUSTRIAL CLASSIFICATION: GAMES, TOYS & CHILDREN'S VEHICLES (NO DOLLS & BICYCLES) [3944] ORGANIZATION NAME: 04 Manufacturing 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 form4.xml FORM 4 X0508 4 2024-06-04 0001704711 Funko, Inc. FNKO 0001930483 TCG Capital Management, LP 12180 MILLENNIUM DRIVE SUITE 500 PLAYA VISTA CA 90094 true true false Restricted Stock Units 2024-06-04 4 A 0 20408 0 A Class A Common Stock 20408 20408 I See footnote Option to Purchase Class A Common Stock 9.43 2024-06-04 4 A 0 51000 0 A 2034-06-04 Class A Common Stock 51000 51000 I See footnote 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. The 10,204 RSUs granted to Jesse Jacobs on June 4, 2024 will vest on June 4, 2025, subject to Mr. Jacobs' continued service with the Issuer through the vesting date. The 10,204 RSUs granted to Mike Kerns on June 4, 2024 will vest on June 4, 2025, subject to Mr. Kerns' continued service with the Issuer through the vesting date. The 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. The options reported on this row were granted to Jesse Jacobs and Mike Kerns as compensation for his 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 25,500 options granted to Mr. Jacobs on June 4, 2024 will vest and become exercisable on June 4, 2025, subject to Mr. Jacobs' continued service with the Issuer through the vesting date. The 25,500 options granted to Mr. Kerns on June 4, 2024 will vest and become exercisable on June 4, 2025, subject to Mr. Kerns' continued service with the Issuer through the vesting date. 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. /s/ Lauren Goldberg, General Counsel of General Partner 2024-06-07