Funko (FNKO) executive sells shares to cover RSU tax obligations

Rhea-AI Filing Summary

Funko, Inc. executive Andrew David Oddie, Chief International Officer, reported recent equity compensation activity and related share sales. He exercised restricted stock units into 9,767 and 12,600 shares of Class A common stock on March 12 and March 13, 2026, respectively, at a conversion price of $0.00 per share.

To cover taxes upon these RSU vestings, he conducted open-market sales of 4,844 shares at a weighted average price of $4.1292 on March 13, 2026 and 6,250 shares at $3.71 on March 16, 2026, under a Rule 10b5-1 instruction letter entered into in June 2019. Following these transactions, he directly held 69,313 shares of Class A common stock.

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

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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^*

Oddie Andrew David

(Last) (First) (Middle)

C/O FUNKO, INC.

2802 WETMORE AVENUE

(Street)

EVERETT WA 98201

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

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

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

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

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	03/12/2026		M		9,767	A	$0(1)	67,807	D
CLASS A COMMON STOCK	03/13/2026		S		4,844(2)	D	$4.1292(3)	62,963	D
CLASS A COMMON STOCK	03/13/2026		M		12,600	A	$0(1)	75,563	D
CLASS A COMMON STOCK	03/16/2026		S		6,250(2)	D	$3.71(4)	69,313(5)	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)	03/12/2026		M			9,767	(6)	(6)	CLASS A COMMON STOCK	9,767	$0	29,302	D
Restricted Stock Units	(1)	03/13/2026		M			12,600	(7)	(7)	CLASS A COMMON STOCK	12,600	$0	25,200	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.

2. Shares were sold to cover taxes upon the vesting of RSUs pursuant to a Rule 10b5-1 instruction letter entered into in June 2019.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.11 to $4.20, 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 this footnote.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.655 to $3.90, 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 this footnote.

5. The total number of Class A common stock reported in Column 5 does not reflect any common units beneficially owned by the Reporting Person.

6. On March 12, 2025, the Reporting Person was granted 39,069 RSUs, vesting in four equal annual installments on each of the first through fourth anniversaries of March 12, 2025, subject to the Reporting Person's continued employment with the Issuer through each applicable vesting date.

7. On March 13, 2024, the Reporting Person was granted 50,400 RSUs, vesting in four equal annual installments on each of the first through fourth anniversaries of March 13, 2024, subject to the Reporting Person's continued employment with the Issuer through each applicable vesting date.

Remarks:

	/s/ Tracy D. Daw as Attorney-in-Fact for Andrew David Oddie	03/16/2026
	** 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.
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FAQ

What did Funko (FNKO) executive Andrew Oddie report in this Form 4 filing?

Andrew Oddie reported exercising restricted stock units into Class A common shares and then selling a portion of those shares. The transactions reflect routine equity compensation vesting and related sales rather than a new open-market purchase program.

How many Funko (FNKO) shares did Andrew Oddie sell and at what prices?

Andrew Oddie sold 4,844 Funko Class A shares at a weighted average price of $4.1292 and 6,250 shares at $3.71 per share. Both transactions were reported as open-market sales in the Form 4 filing.

Were Andrew Oddie’s Funko (FNKO) share sales made under a Rule 10b5-1 plan?

Yes. The filing states the shares were sold to cover taxes upon RSU vesting pursuant to a Rule 10b5-1 instruction letter entered into in June 2019. This indicates the sales were pre-arranged rather than discretionary market timing.

How many Funko (FNKO) shares does Andrew Oddie hold after these transactions?

After the reported transactions, Andrew Oddie directly held 69,313 shares of Funko Class A common stock. This post-transaction balance is shown in the Form 4 as the total number of non-derivative shares beneficially owned following the transactions.

What RSU grants are disclosed for Andrew Oddie in this Funko (FNKO) Form 4?

Footnotes disclose RSU grants of 39,069 units on March 12, 2025 and 50,400 units on March 13, 2024. Each grant vests in four equal annual installments, conditioned on Andrew Oddie’s continued employment with Funko through each vesting date.