Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
On April 15, 2019, Russell Nickel notified Funko, Inc. (the Company)
of his resignation as Chief Financial Officer (CFO) of the Company, effective as of the earlier of December 31, 2019 (the Separation Date) and the date on which his successor commences employment with the Company (the
Transition Date). Mr. Nickels employment with the Company will end on the Separation Date.
In connection with
Mr. Nickels resignation, the Company has entered into a transition and release of claims agreement with Mr. Nickel (the Transition Agreement). Under the Transition Agreement, if Mr. Nickels successor commences
employment with the Company prior to the Separation Date, Mr. Nickel has agreed to remain employed as a Special Advisor to the Company during the period beginning on the Transition Date and ending on the Separation Date. The terms of
Mr. Nickels existing Employment Agreement with the Company, dated as of October 20, 2017 (the Employment Agreement), will continue to control until the Separation Date, subject to the terms of the Transition Agreement.
In addition to any benefits Mr. Nickel is entitled to pursuant to Section 7.05(a) of his Employment Agreement, Mr. Nickel will be entitled
to receive, subject to Mr. Nickels execution and
of a waiver and release of claims agreement and his continued compliance with certain restrictive covenants set forth in the
Employment Agreement: (i) continued base salary for 12 months following the Separation Date (the Transition Period), which equals an aggregate amount of $400,000, less applicable withholdings, and reimbursement during the Transition
Period of the Company-paid portion of premium payments, as if Mr. Nickel had remained an active employee, for any COBRA coverage that he timely elects, which shall be payable monthly; (ii) a prorated 2019 annual bonus based on actual
individual and Company performance goals as determined by the Companys Board of Directors; and (iii) accelerated vesting of certain outstanding equity awards held by Mr. Nickel, as further described in the Transition Agreement, each
of which shall become vested on the Separation Date.
The foregoing description of the Transition Agreement does not purport to be complete and is
qualified in its entirety by reference to the actual Transition Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.