McNally Richard L. 4
4 · Funko, Inc. · Filed Feb 13, 2019
Insider Transaction Report
Form 4
Funko, Inc.FNKO
McNally Richard L.
Director10% Owner
Transactions
- Conversion
Class A Common Stock
2019-02-11+270,000→ 270,000 total(indirect: By LLC) - Disposition to Issuer
Class B Common Stock
2019-02-11−270,000→ 973,138 total(indirect: By LLC) - Sale
Class A Common Stock
2019-02-11$17.49/sh−5,903$103,228→ 264,097 total(indirect: By LLC) - Sale
Class A Common Stock
2019-02-12$18.11/sh−12,097$219,082→ 252,000 total(indirect: By LLC) - Sale
Class A Common Stock
2019-02-13$18.45/sh−9,000$166,030→ 243,000 total(indirect: By LLC) - Conversion
Class A Common Stock
2019-02-11+1,230,000→ 1,230,000 total(indirect: By LLC) - Disposition to Issuer
Class B Common Stock
2019-02-11−1,230,000→ 4,456,538 total(indirect: By LLC) - Sale
Class A Common Stock
2019-02-11$17.49/sh−26,891$470,251→ 1,203,109 total(indirect: By LLC) - Sale
Class A Common Stock
2019-02-12$18.11/sh−55,109$998,046→ 1,148,000 total(indirect: By LLC) - Sale
Class A Common Stock
2019-02-13$18.45/sh−41,000$756,360→ 1,107,000 total(indirect: By LLC) - Conversion
Common Units
2019-02-11−270,000→ 973,138 total(indirect: By LLC)→ Class A Common Stock (270,000 underlying) - Conversion
Common Units
2019-02-11−1,230,000→ 4,456,538 total(indirect: By LLC)→ Class A Common Stock (1,230,000 underlying)
Footnotes (8)
- [F1]Common Units of Funko Acquisition Holdings, L.L.C. ("Common Units") may be redeemed by the Reporting Person at any time for shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock"), on a one-for-one basis.
- [F2]Fundamental Capital, LLC ("Fundamental Capital") is the Manager of Funko International, LLC ("Funko International") and Fundamental Capital Partners, LLC ("FCP") is the Manager of Fundamental Capital. Richard McNally and Kevin Keenley are the sole members of and hold voting membership interests in FCP. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interests therein, if any.
- [F3]Shares of Class B common stock, par value $0.0001 per share ("Class B Common Stock") (i) confer no incidents of economic ownership on the holders thereof, (ii) only confer voting rights on the holders thereof, and (iii) may only be issued, on a one-for-one basis, to the permitted holders of Common Units.
- [F4]Reflects the cancellation for no consideration of a number of shares of Class B Common Stock in connection with the redemption by the Reporting Person of an equal number of Common Units for Class A Common Stock.
- [F5]The Form 3 filed by the Reporting Persons on 11/02/2017 reported ownership on a combined basis by Fundamental Capital and Funko International of their shares of Class B Common Stock in Table I and Common Units in Table II, with corresponding footnotes explaining their respective holdings. For this Form 4, their respective holdings are reported in separate rows in Table I and Table II.
- [F6]The price reported is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions at prices ranging from $17.25 to $17.66, 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.
- [F7]The price reported is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions at prices ranging from $17.51 to $18.40, 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.
- [F8]The price reported is a weighted average price. These shares of Class A Common Stock were sold in multiple transactions at prices ranging from $18.02 to $18.67, 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.