Funko (FNKO) CPO sells shares to cover taxes after RSU vesting

Rhea-AI Filing Summary

Funko, Inc. Chief Product Officer Husnal Shah reported a combination of RSU vesting, share conversions, and related share sales. He exercised restricted stock units to acquire a total of 13,826 shares of Class A common stock at a conversion price of $0.00 per share.

To cover taxes on these RSU vestings, he sold 2,358 shares at a weighted average price of $4.1451 and 3,651 shares at a weighted average price of $3.7256, pursuant to a pre-established Rule 10b5-1 sell-to-cover instruction dated June 8, 2023. Following the latest transaction, he holds 16,767 shares of Class A common stock directly. Footnotes note prior RSU grants of 21,705 units on March 12, 2025 and 33,600 units on March 13, 2024, each vesting in four annual installments subject to continued employment.

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^*

Shah Husnal

(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 Product 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		5,426	A	$0(1)	14,376	D
CLASS A COMMON STOCK	03/13/2026		S		2,358(2)	D	$4.1451(3)	12,018	D
CLASS A COMMON STOCK	03/13/2026		M		8,400	A	$0(1)	20,418	D
CLASS A COMMON STOCK	03/16/2026		S		3,651(2)	D	$3.7256(4)	16,767	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			5,426	(5)	(5)	CLASS A COMMON STOCK	5,426	$0	16,279	D
Restricted Stock Units	(1)	03/13/2026		M			8,400	(6)	(6)	CLASS A COMMON STOCK	8,400	$0	16,800	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 restricted stock units pursuant to a Rule 10b5-1 sell to cover instruction dated June 8, 2023.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.12 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 $3.66 to $3.91, 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. On March 12, 2025, the Reporting Person was granted 21,705 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.

6. On March 13, 2024, the Reporting Person was granted 33,600 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 Daw, as Attorney-in-Fact for Husnal Shah	03/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Funko (FNKO) CPO Husnal Shah report?

Husnal Shah reported RSU exercises and related share sales. He converted 13,826 restricted stock units into Class A common stock, then sold 6,009 shares in open-market transactions to cover tax obligations tied to the vesting of those RSUs under a Rule 10b5-1 instruction.

How many Funko (FNKO) shares did Husnal Shah sell and at what prices?

Husnal Shah sold a total of 6,009 Funko Class A shares. He sold 2,358 shares at a weighted average price of $4.1451 and 3,651 shares at a weighted average price of $3.7256, in multiple open-market transactions as disclosed in the Form 4.

How many Funko (FNKO) shares does Husnal Shah hold after these transactions?

After the reported transactions, Husnal Shah directly holds 16,767 shares of Funko Class A common stock. This figure reflects his remaining direct ownership following the RSU conversions and the 6,009 shares sold to cover tax obligations on the vesting events.

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

Yes. The filing states the shares were sold to cover taxes on RSU vesting under a Rule 10b5-1 sell-to-cover instruction dated June 8, 2023. Such pre-arranged plans automate sales and reduce the significance of trade timing for interpreting insider sentiment.

What RSU grants does Husnal Shah have from Funko (FNKO)?

Footnotes state Husnal Shah was granted 21,705 RSUs on March 12, 2025, and 33,600 RSUs on March 13, 2024. Each grant vests in four equal annual installments, contingent on his continued employment with Funko through the applicable vesting dates.

What was the nature of Husnal Shah’s RSU exercises at Funko (FNKO)?

The RSU transactions involved converting restricted stock units into Class A common stock at a $0.00 conversion price. In total, 13,826 RSUs were exercised, with the resulting shares partly retained and partly sold to satisfy tax obligations related to those vesting events.