エドガーで原本を確認する
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
August 4, 2025
Date of Report (Date of earliest event reported)
FUNKO, INC.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 001-38274 | 35-2593276 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
2802 Wetmore Avenue
Everett, Washington 98201
(Address of Principal Executive Offices) (Zip Code)
(425) 783-3616
(Registrant’s telephone number, including area code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading |
Name of each exchange on which registered |
||
| Class A Common Stock, $0.0001 par value per share | FNKO | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On August 4, 2025, Funko, Inc. (the “Company”) approved cash retention bonuses to each of Yves Le Pendeven, the Company’s Chief Financial Officer, and Tracy Daw, the Company’s Chief Legal Officer and Secretary, in the amounts of $300,000 and $150,000, respectively. The cash bonuses are payable within thirty (30) days of, and subject to continued employment with the Company through, March 31, 2026; provided that if the applicable executive’s employment is terminated by the Company without “Cause” or if the executive resigns for “Good Reason” (as such terms are defined in the respective executive’s employment agreement), then the retention bonus shall be payable within sixty (60) days of such qualifying termination, subject to the executive’s execution and non-revocation of a release of claims.
The foregoing descriptions are qualified in their entirety by reference to the form of Retention Bonus Letter Agreement, a copy of which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits:
| Exhibit |
Description |
|
| 10.1 | Form of Retention Bonus Letter Agreement | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: August 5, 2025 | FUNKO, INC. | |||||
| By: | /s/ Tracy D. Daw |
|||||
| Tracy D. Daw | ||||||
| Chief Legal Officer and Secretary | ||||||
Exhibit 10.1
FUNKO, INC.
2802 Wetmore Ave
Everett, WA
98201
[ • ], 2025
[ • ]
Re: Retention Bonus Opportunity
Dear [ • ]:
To incentivize you to remain with, and stay committed to, Funko, Inc. (the “Company”), we are offering you a cash retention bonus in accordance with the terms and conditions set forth in this letter agreement (this “Agreement”). Capitalized terms used but not defined herein shall have the meanings set forth in that certain employment agreement between you and the Company, dated [ • ] as may be amended from time to time (the “Employment Agreement”).
1. Bonus. The Company will pay you a one-time cash bonus in the amount of $[ • ] (the “Bonus”), subject to your continued employment with the Company through March 31, 2026 (the “Retention Date”). The Bonus will be paid to you, less applicable tax withholdings and deductions, in a single lump sum cash payment on or within thirty (30) days following the Retention Date.
2. Termination; Forfeiture. Notwithstanding anything to the contrary contained in Section 1 above, if your employment with the Company is terminated by the Company without Cause or by you for Good Reason prior to the Retention Date, then, subject to and conditioned upon, your timely execution and non-revocation of a Release in accordance with the terms of the Employment Agreement, the Company will pay the Bonus to you within sixty (60) days of the date of your termination of employment. In addition, for the avoidance of doubt, you and the Company agree and acknowledge that you will be eligible to receive the Equity Acceleration in the event such qualifying termination of employment occurs on or within twelve (12) months following a Change in Control.
3. Withholding. The Company and its affiliates may withhold from any amount payable under this Agreement such federal, state and local taxes as are required to be withheld pursuant to any applicable law.
4. No Right to Continued Service. Nothing contained in this Agreement shall (i) confer upon you any right to continue in service with the Company or its affiliates, (ii) constitute any contract or agreement of service or (iii) interfere in any way with the right of the Company and its affiliates to terminate your service at any time, for any reason, with or without cause.
5. Tax Advice. The Company and its affiliates are not making any warranties or representations to you with respect to the income tax consequences of the grant or payment of the Bonus and you are in no manner relying on the Company, its affiliates or any of their respective representatives for an assessment of such tax consequences. You are hereby advised to consult with your own tax advisor with respect to any tax consequences associated with the Bonus.
6. Miscellaneous. This Agreement will be administered, interpreted and enforced under the laws of the State of Washington without regard to the conflicts of laws principles thereof. This Agreement may only be amended by a writing executed by the parties hereto. Please indicate your acknowledgement of and acceptance of the terms of this Agreement by signing in the space indicated below and returning a signed copy of this Agreement to [ • ] no later than [ • ], 2025.
| Sincerely, |
| Funko, Inc. |
|
|
| Name: Michael Lunsford |
| Title: Interim Chief Executive Officer |
| Accepted, Acknowledged and Agreed: |
|
|
| [ • ] |
|
|
| Date |
2