Statement of Changes in Beneficial Ownership (4)
June 30 2020 - 12:48PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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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1. Name and Address of Reporting Person
*
ACON Funko Manager, L.L.C. |
2. Issuer Name and Ticker or Trading Symbol
Funko, Inc.
[
FNKO
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O ACON INVESTMENTS, L.L.C., 1133 CONNECTICUT AVE., NW, SUITE 700 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/25/2020 |
(Street)
WASHINGTON, DC 20036
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | 6/25/2020 | | M | | 4776 | A | (1) | 4776 (2) | I | See footnote (2) |
Class A Common Stock | | | | | | | | 4207513 | I | By ACON Funko Investors Holdings 1, L.L.C. (3)(4) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 7. Title and Amount of Securities Underlying Derivative Security (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) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Restricted Stock Units | (1) | 6/25/2020 | | M | | | 4776 (1) | (1) | (1) | Class A common stock | 4776 (1) | $0 | 0 (2) | I | See footnote (2) |
Explanation of Responses: |
(1) | Represents a grant of 1,592 Restricted Stock Units ("RSUs") on June 25, 2019 to each of Ken Brotman, Gino Dellomo and Adam Kriger, each of whom serves on the Issuer's board of directors as the Reporting Person's representative. Each RSU represents a contingent right to receive one share of Class A common stock. The RSUs vested in full on June 25, 2020. |
(2) | Each of Messrs. Brotman, Dellomo and Kriger has an agreement with the Reporting Person pursuant to which he holds the reported securities for the benefit of the Reporting Person. Accordingly, each of Messrs. Brotman, Dellomo and Kriger 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 Securities Exchange Act of 1934, as amended (the "Exchange Act"), or any other purpose. The grant of such securities is exempt from Schedule 16(b) pursuant to Rule 16b-3 under the Exchange Act. |
(3) | 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. |
(4) | 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. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, the Reporting Person disclaims beneficial ownership of these securities except to the extent of its respective pecuniary interest therein, if any, and the inclusion of these shares in their 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. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
ACON Funko Manager, L.L.C. C/O ACON INVESTMENTS, L.L.C. 1133 CONNECTICUT AVE., NW, SUITE 700 WASHINGTON, DC 20036 | X | X |
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Signatures
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/s/ Teresa Bernstein, Attorney-in-fact | | 6/29/2020 |
**Signature of Reporting Person | Date |
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