Funko (NASDAQ: FNKO) director converts 17,419 RSUs into Class A shares

Rhea-AI Filing Summary

Funko, Inc. director Mike Kerns exercised previously granted restricted stock units into common shares as part of his board compensation. On June 12, 2026, 17,419 RSUs converted into an equal number of Class A Common Stock shares at a stated price of $0.00 per share. Following this settlement, Kerns is shown holding 30,500 shares of Class A Common Stock directly. The award was granted for his board service and is held for the benefit of TCG Capital Management, LP, with Kerns reporting beneficial ownership only to the extent of his pecuniary interest.

Insider Trade Summary

17,419 shares exercised/converted

Mixed 2 txns

Insider Kerns Mike

Role null

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	17,419	$0.00	--
Exercise	Class A Common Stock	17,419	$0.00	--

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Class A Common Stock — 30,500 shares (Direct, null)

Footnotes (1)

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. The RSUs included on this report were received on June 12, 2025, vested on June 12, 2026 and were settled in shares of Class A Common Stock on June 15, 2026. The securities included in this report were granted to the reporting person as compensation for his service on the Issuer's board of directors. Such securities are held by the reporting person for the benefit of TCG Capital Management, LP ("TCG"). Pursuant to a Stockholders Agreement with the Issuer, TCG and its affiliates have the right to nominate up to two directors to the Issuer's board of directors, subject to certain ownership thresholds. The reporting person serves on the Issuer's board of directors pursuant to this right. The reporting person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

Key Figures

RSUs converted: 17,419 shares Post-transaction holdings: 30,500 shares Exercise price per RSU: $0.00 per share +4 more

7 metrics

RSUs converted 17,419 shares Restricted Stock Units converted into Class A Common Stock on June 12, 2026

Post-transaction holdings 30,500 shares Class A Common Stock held directly by Mike Kerns after transaction

Exercise price per RSU $0.00 per share Stated transaction price for 17,419 Class A Common Stock shares

Exercise events 1 exercise, 17,419 shares Derivative exercise summary from transaction data

RSU grant date June 12, 2025 Date RSUs were received as board compensation

RSU vesting date June 12, 2026 Date RSUs vested prior to share settlement

Share settlement date June 15, 2026 Date RSUs were settled in Class A Common Stock

Key Terms

Restricted Stock Units, pecuniary interest, Stockholders Agreement, Section 16, +1 more

5 terms

Restricted Stock Units financial

"The RSUs included on this report were received on June 12, 2025, vested on June 12, 2026 and were settled in shares of Class A Common Stock on June 15, 2026."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

pecuniary interest financial

"The reporting person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein..."

Stockholders Agreement financial

"Pursuant to a Stockholders Agreement with the Issuer, TCG and its affiliates have the right to nominate up to two directors..."

Section 16 regulatory

"...this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose."

Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

Class A Common Stock financial

"Each restricted stock unit ("RSU") represents a contingent right to receive one share of Class A Common Stock..."

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/15/2026 - 04:06 PM Accepted by SEC EDGAR 06/15/2026 - 04:05 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kerns Mike

(Last) (First) (Middle)

C/O FUNKO, INC.

2802 WETMORE AVENUE

(Street)

EVERETT WASHINGTON 98201

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Funko, Inc. [ FNKO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/12/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	06/12/2026		M		17,419(2)	A	$0(1)	30,500	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 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: 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)	06/12/2026		M			17,419(2)	(1)	(1)	Class A Common Stock	17,419	$0	0	D

Explanation of Responses:

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. The RSUs included on this report were received on June 12, 2025, vested on June 12, 2026 and were settled in shares of Class A Common Stock on June 15, 2026.

2. The securities included in this report were granted to the reporting person as compensation for his service on the Issuer's board of directors. Such securities are held by the reporting person for the benefit of TCG Capital Management, LP ("TCG"). Pursuant to a Stockholders Agreement with the Issuer, TCG and its affiliates have the right to nominate up to two directors to the Issuer's board of directors, subject to certain ownership thresholds. The reporting person serves on the Issuer's board of directors pursuant to this right. The reporting person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

	/s/ Lauren Goldberg, as Attorney-in-Fact for Mike Kerns	06/15/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Funko (FNKO) director Mike Kerns report in this Form 4?

Mike Kerns reported an exercise of restricted stock units into Funko Class A shares. On June 12, 2026, 17,419 RSUs converted into 17,419 shares as compensation for his board service, increasing his direct holdings to 30,500 shares of Class A Common Stock.

How many Funko (FNKO) shares does Mike Kerns hold after this transaction?

After the transaction, Mike Kerns holds 30,500 Funko Class A shares directly. These shares came partly from 17,419 restricted stock units that vested and were settled in stock, reported as compensation related to his role on the company’s board of directors.

What happened to the 17,419 Funko (FNKO) restricted stock units?

The 17,419 restricted stock units were converted into Funko Class A Common Stock. The RSUs, received on June 12, 2025, vested on June 12, 2026 and were settled on June 15, 2026, resulting in 17,419 new shares at a stated price of $0.00 per share.

Why were these Funko (FNKO) securities granted to Mike Kerns?

The securities were granted as compensation for Mike Kerns’ board service at Funko. The filing notes they were awarded for his role on the issuer’s board and are held for the benefit of TCG Capital Management, LP, tied to its director nomination rights.

How is TCG Capital Management, LP related to Mike Kerns’ Funko (FNKO) holdings?

The reported Funko securities are held by Mike Kerns for the benefit of TCG Capital Management, LP. TCG and its affiliates can nominate up to two Funko directors, and Kerns serves under this right, disclaiming beneficial ownership except for his pecuniary interest.