Filing Analysis
Funko, Inc. announced its financial results for the three and six months ended June 30, 2026. The filing includes a press release of the earnings and presentation materials for upcoming investor meetings.
📋 Key Facts
- Reported financial results for the second quarter (three months) and first half (six months) of fiscal year 2026 ended June 30, 2026.
- The company is participating in upcoming investor meetings as part of its Regulation FD disclosure.
- Filing includes Exhibit 99.1 (Press Release) and Exhibit 99.2 (Investor Presentation).
Funko, Inc. reported the results of its Annual Meeting of Stockholders held on June 3, 2026. The company confirmed the election of three directors, the ratification of PricewaterhouseCoopers LLP as its auditor, and the advisory approval of executive compensation.
📋 Key Facts
- Annual Meeting held on June 3, 2026.
- Quorum represented by 43,348,062 shares, approximately 77.5% of outstanding Common Stock.
- Directors Diane Irvine, Jesse Jacobs, and Sarah Kirshbaum Levy were elected to terms expiring in 2029.
- PricewaterhouseCoopers LLP was ratified as the independent registered public accounting firm for the year ending December 31, 2026.
- Executive compensation was approved on an advisory basis with 29,652,667 votes FOR and 4,193,974 votes AGAINST.
Funko, Inc. announced its financial results for the first quarter ended March 31, 2026, and furnished materials for upcoming investor meetings. The filing includes the official press release and a presentation deck as exhibits.
📋 Key Facts
- Announced Q1 2026 financial results on May 7, 2026.
- Furnished Exhibit 99.1 (Press Release) and Exhibit 99.2 (Investor Presentation).
- The report was signed by CFO Yves Le Pendeven.
Funko, Inc. reported its financial results for the fourth quarter and fiscal year ended December 31, 2025. The company also furnished presentation materials for upcoming investor meetings.
📋 Key Facts
- Financial results for the quarter and fiscal year ended December 31, 2025, were announced on March 12, 2026.
- The company furnished a press release as Exhibit 99.1.
- Investor presentation materials were furnished as Exhibit 99.2 for use in upcoming investor meetings.
- The filing was signed by Yves Le Pendeven, Chief Financial Officer.
Funko, Inc. entered into a letter agreement with Andrew Oddie, transitioning his role to Chief International Officer and relocating his employment base outside of the United States. His base compensation remains unchanged despite the shift in geographic focus and title.
📋 Key Facts
- Andrew Oddie's title changed to Chief International Officer effective March 4, 2026
- Oddie will no longer reside in the United States for the purposes of his employment
- The agreement amends a Service Agreement originally dated May 12, 2022, and subsequent modifications in 2024
- Compensation remains unchanged, though relocation terms from September 9, 2024, no longer apply
- The agreement involves Funko's subsidiary, Funko UK, Ltd
Funko, Inc. entered into a 'Fifth Amendment' to its existing credit agreement with JPMorgan Chase Bank, N.A. and other lenders. The amendment extends the loan maturity date from September 2026 to December 31, 2027, but includes significant covenant waivers and increased interest costs.
🚩 Red Flags
- Significant increase in borrowing costs (applicable margin increased to 450 bps).
- Multiple waivers of critical financial covenants (fixed charge coverage and net leverage) suggest recent or imminent breaches.
- Extension of maturity provides breathing room but highlights upcoming liquidity/refinancing pressure in late 2027.
- Addition of new 'events of default' and more stringent reporting obligations.
📋 Key Facts
- Maturity date extended from September 17, 2026, to December 31, 2027.
- Applicable margin on all outstanding loans increased to 450 basis points effective February 13, 2026.
- Waived minimum fixed charge coverage ratio covenant for Q4 2025 and Q1-Q2 2026.
- Waived maximum net leverage ratio covenant for Q4 2025 through Q3 2026.
- Introduced a new minimum EBITDA covenant for the six-month period ending June 30, 2026.
- New requirement for quarterly mandatory prepayment of revolving loans if cash/equivalents exceed $50 million.
Funko, Inc. announced a change in its Board of Directors involving the resignation of Michael Lunsford and the election of Reed Duchscher as a Class II director.
📋 Key Facts
- Michael Lunsford resigned from the Board effective January 12, 2026.
- Reed Duchscher was elected as a Class II director effective January 12, 2026.
- Reed Duchscher is currently the CEO of Night Inc., a talent management and venture platform.
- Duchscher's compensation will follow the Company’s Non-Employee Director Compensation Policy as disclosed in the April 30, 2025 proxy statement.
Funko, Inc. announced its financial results for the three and nine months ended September 30, 2025. The filing includes a press release of the earnings and presentation materials for upcoming investor meetings.
📋 Key Facts
- Announced financial results for the three and nine months ended September 30, 2025.
- Filed under Item 2.02 (Results of Operations and Financial Condition) and Item 7.01 (Regulation FD Disclosure).
- Included Exhibit 99.1 (Press Release) and Exhibit 99.2 (Investor Presentation).
Funko, Inc. entered into an amendment to its Stockholders Agreement with its largest stockholder, TCG Fuji 3.0, LP. The amendment adjusts the beneficial ownership threshold required for TCG to maintain certain consent rights regarding capital stock issuances.
🚩 Red Flags
- Related-party transaction involving a major stockholder with significant control (consent rights).
- The amendment specifically addresses the circumvention of consent rights for equity dilution via ATM offerings, which may signal management's intent to increase share count through secondary offerings.
📋 Key Facts
- Amendment dated August 14, 2025, between Funko, Inc. and TCG Fuji 3.0, LP (TCG).
- The original agreement required a 22% beneficial ownership threshold for TCG to retain consent rights over certain corporate actions.
- The amendment excludes up to $40 million of Class A common stock issued via at-the-market (ATM) offerings from the calculation of this 22% threshold.
- This change is intended to facilitate potential future sales under existing ATM programs without triggering TCG's consent requirements.
Funko, Inc. announced the appointment of Josh Simon as Chief Executive Officer and Class II director, effective September 1, 2025. He succeeds Interim CEO Michael Lunsford, who will remain on the Board following the transition.
🚩 Red Flags
- Transition from an Interim CEO suggests recent management instability or a planned search period.
- Significant equity-based compensation (1.75M total RSUs) may lead to future dilution for shareholders.
📋 Key Facts
- Josh Simon to become CEO and Class II director effective September 1, 2025.
- Michael Lunsford to serve as Interim CEO until August 31, 2025, then transition to a Board member role.
- Simon's compensation includes a $1,000,000 annual base salary and target cash incentive of 100% of base salary.
- Long-term equity incentives include an annual target value of at least $2,500,000 starting in fiscal 2027.
- Sign-on equity awards consist of 1,000,000 RSUs (4-year vesting) and 750,000 performance-based RSUs with stock price hurdles ($8.00 and $20.00).
- Simon's background includes leadership roles at Netflix, Nike, and The Walt Disney Company.
Funko, Inc. is preparing to file a Form S-3 registration statement for up to $100 million in securities and has updated its 2024 financial statements to include significant going concern disclosures. The company faces substantial doubt regarding its ability to repay credit agreement loans due in September 2026 and anticipates insufficient cash flows for working capital needs over the next twelve months.
🚩 Red Flags
- Explicit 'substantial doubt' regarding ability to continue as a going concern.
- Inability to forecast sufficient cash reserves to repay loans due in September 2026.
- Anticipated breach of financial covenants (Net Leverage and Fixed Charge Coverage) starting Dec 31, 2025.
- Impending liquidity crisis regarding working capital needs for the next 12 months.
- Large-scale equity/debt offering ($100M) likely intended to address immediate liquidity needs.
📋 Key Facts
- Company intends to file a Form S-3 registration statement for up to $100,000,000 of Class A common stock, preferred stock, debt securities, warrants, and units.
- The filing includes the resale of up to 12,626,024 shares by a selling stockholder.
- Amendment No. 4 was made to the Credit Agreement with JPMorgan Chase Bank, N.A. on July 16, 2025.
- Company forecasts non-compliance with Net Leverage Ratio and Fixed Charge Coverage Ratio covenants starting Q4 2025 (ending Dec 31, 2025).
- The company anticipates insufficient cash flows to support working capital needs within the next twelve months.
Funko, Inc. announced its financial results for the three and six months ended June 30, 2025. The filing includes a press release of the earnings and presentation materials for upcoming investor meetings.
📋 Key Facts
- Reported financial results for the three and six months ended June 30, 2025.
- The company intends to participate in upcoming investor meetings.
- Filed on August 7, 2025.
Funko, Inc. announced the approval of cash retention bonuses for its Chief Financial Officer and Chief Legal Officer to ensure leadership stability through March 2026.
🚩 Red Flags
- Use of retention bonuses can sometimes signal underlying concerns regarding executive turnover or stability in the management team.
📋 Key Facts
- Yves Le Pendeven (CFO) approved a $300,000 cash retention bonus.
- Tracy Daw (CLO and Secretary) approved a $150,000 cash retention bonus.
- Bonuses are payable within 30 days of March 31, 2026, contingent on continued employment.
- Provisions include accelerated payment if terminated without 'Cause' or resignation for 'Good Reason'.
- Retention period extends through March 31, 2026.
This 8-K/A amendment provides details regarding the appointment of Michael Lunsford as Interim Chief Executive Officer, effective July 5, 2025. The filing outlines his compensation structure via a letter agreement dated July 31, 2025.
🚩 Red Flags
- Interim leadership status suggests recent unexpected turnover in the CEO position.
- Short duration (two months) of the interim term indicates a rapid search for permanent management is underway.
📋 Key Facts
- Michael Lunsford appointed as Interim CEO effective July 5, 2025.
- Appointment is for a two-month term or until a permanent replacement is hired.
- Compensation includes a monthly cash fee of $75,000.
- Compensation includes a monthly award of 10,000 Restricted Stock Units (RSUs) vesting at month-end.
- The filing is an amendment to a previously filed 8-K regarding Item 5.02.
Funko, Inc. entered into a Fourth Amendment to its existing Credit Agreement on July 16, 2025, which includes significant waivers for financial covenants and an increase in interest margins. The amendment also reduces revolving credit commitments and introduces new event of default triggers.
🚩 Red Flags
- Waiver of key financial covenants (leverage and coverage ratios) suggests the company was at risk of breaching its debt obligations.
- Reduction in available liquidity via permanent reduction of revolving credit commitments ($150M down to $125M).
- Increased cost of debt with a margin increase to 400 basis points.
- Introduction of new event of default triggers and modified grace periods.
📋 Key Facts
- Entered into 'Fourth Amendment' with JPMorgan Chase Bank, N.A. and consenting lenders on July 16, 2025.
- Waived compliance for maximum net leverage ratio and minimum fixed charge coverage ratio for quarters ending June 30, 2025, and September 30, 2025.
- Permanently reduced revolving commitments from $150.0M to $135.0M effective immediately; further reduction to $125.0M scheduled for December 31, 2025.
- Increased applicable margin on all outstanding loans to 400 basis points until credit facilities are paid in full.
- Added new affirmative covenants and modified negative covenants/default triggers.
Funko, Inc. announced the departure of CEO Cynthia Williams, effective July 5, 2025, including her resignation from the Board of Directors. Michael Lunsford has been appointed as Interim CEO.
🚩 Red Flags
- Sudden departure of a CEO and resignation from the Board often signals internal friction or strategic shifts.
- Appointment of an 'Interim' CEO suggests a lack of immediate permanent succession planning.
📋 Key Facts
- Cynthia Williams will transition from CEO role on July 5, 2025.
- Cynthia Williams is resigning from the Company's Board of Directors.
- Michael Lunsford (age 58) appointed as Interim Chief Executive Officer.
- Ms. Williams will receive severance benefits per her Employment Agreement dated May 20, 2024.
Funko, Inc. held its Annual Meeting of Stockholders on June 12, 2025, reporting the election of three Class II directors and the ratification of PricewaterhouseCoopers LLP as independent auditors.
📋 Key Facts
- Annual Meeting held on June 12, 2025.
- Quorum represented approximately 85.77% of outstanding Common Stock (47,118,169 shares).
- Trevor Edwards, Michael Lunsford, and Cynthia Williams elected to the Board for terms expiring in 2028.
- PricewaterhouseCoopers LLP ratified as independent registered public accounting firm for fiscal year ending Dec 31, 2025.
- Say-on-pay (executive compensation) approved on an advisory basis.
Funko, Inc. announced its financial results for the first quarter ended March 31, 2025. The filing serves as a formal announcement of quarterly earnings via an attached press release.
📋 Key Facts
- Reporting period: Three months ended March 31, 2025
- Announcement date: May 8, 2025
- The company furnished its results through a press release (Exhibit 99.1)
Funko, Inc. filed an 8-K to announce its participation in upcoming investor meetings and provided presentation materials as Exhibit 99.1.
📋 Key Facts
- The company intends to participate in upcoming meetings with investors.
- Presentation materials for these meetings are furnished as Exhibit 99.1.
- The information provided under Item 7.01 is not considered 'filed' for purposes of Section 18 liability.
Funko, Inc. issued a clarification regarding its full-year 2025 net sales guidance following an earnings call on March 6, 2025. The company corrected the previously stated range to align with its official earnings release.
🚩 Red Flags
- Discrepancy in management's verbal guidance during an earnings call versus written press releases can lead to market volatility or investor confusion.
📋 Key Facts
- Clarification of 2025 full-year net sales guidance.
- Corrected guidance range: $1.05 billion to $1.082 billion.
- The correction aims to resolve a discrepancy between the March 6 earnings call and the official earnings release.
Funko, Inc. announced its financial results for the quarter and fiscal year ended December 31, 2024. The filing serves as a formal announcement of earnings via an attached press release.
📋 Key Facts
- Reporting period: Quarter and Fiscal Year ended December 31, 2024.
- Announcement date: March 6, 2025.
- The filing includes Exhibit 99.1 containing the full text of the press release.
Funko, Inc. announced an increase in the size of its Board of Directors from eight to nine members following the election of Jason Harinstein as a Class I director.
📋 Key Facts
- Effective December 13, 2024, the Board size increased from eight to nine directors.
- Jason Harinstein was elected as a Class I director.
- Mr. Harinstein currently serves as CFO of Collectors Holdings, Inc., a provider of authentication and grading services.
- Compensation for Mr. Harinstein will follow the Company’s Non-Employee Director Compensation Policy.
- The company expects to enter into a standard form of indemnification agreement with the new director.
Funko, Inc. announced its financial results for the three and nine months ended September 30, 2024 via a press release furnished in Exhibit 99.1.
📋 Key Facts
- Reporting period: Three and nine months ended September 30, 2024.
- Filing date: November 7, 2024.
- The filing is a standard announcement of quarterly financial results (Item 2.02).
Funko, Inc. entered into a letter agreement with its Chief Commercial Officer, Andrew Oddie, regarding his temporary relocation to the Los Angeles area. The agreement includes monthly relocation stipends and specific accelerated vesting provisions for restricted stock units in certain termination scenarios.
🚩 Red Flags
- Potential liquidity impact from monthly stipends and expense reimbursements (though likely immaterial relative to company size).
📋 Key Facts
- Effective date of agreement: September 9, 2024
- Officer involved: Andrew Oddie, Chief Commercial Officer
- Relocation stipend: $13,850 per month
- Additional benefit: Reimbursement of certain relocation-related expenses
- Acceleration clause: 50% of unvested RSUs from the May 12, 2022 grant will accelerate and vest if terminated without 'cause' or by the officer for 'good reason' during the Relocation Period.
Funko, Inc. announced its financial results for the three and six months ended June 30, 2024. The filing serves as a formal notice that earnings data has been released via press release.
📋 Key Facts
- Reporting period: Three and six months ended June 30, 2024.
- Filing date: August 8, 2024.
- The filing includes the announcement of financial results under Item 2.02.
Funko, Inc. announced that a U.S. District Court has granted preliminary approval for the settlement of derivative lawsuits (Smith v. Mariotti and Fletcher v. Mariotti). The filing includes notice of the proposed settlement and the stipulation agreement.
🚩 Red Flags
- Ongoing derivative litigation involving company leadership/directors.
- Legal settlements often imply potential impact on corporate governance or historical management decisions.
📋 Key Facts
- The U.S. District Court for the Central District of California granted preliminary approval of a proposed settlement on July 26, 2024.
- The litigation involves derivative lawsuits: Smith v. Mariotti (Case No. 2:22-cv-03155-WLH-PJW) and Fletcher v. Mariotti (Case No. 2022-0591).
- The filing includes the Notice of Pendency Proposed Settlement of Derivative Matters (Exhibit 99.1) and the Stipulation and Agreement of Settlement (Exhibit 99.2).
- Information in this report is provided under Regulation FD and is not deemed 'filed' for purposes of Section 18 of the Exchange Act.
Funko, Inc. reported the results of its Annual Meeting of Stockholders held on June 4, 2024. The meeting included the election of two directors and the ratification of auditors.
📋 Key Facts
- Annual Meeting held on June 4, 2024.
- Total shares present: 41,759,870 (approx. 77.98% of outstanding Common Stock).
- Charles Denson and Michael Kerns were elected to the Board of Directors for terms expiring in 2027.
- PricewaterhouseCoopers LLP was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2024.
- Say-on-pay (advisory vote on executive compensation) was approved.
Funko, Inc. has replaced its independent registered public accounting firm, dismissing Ernst & Young LLP (EY) and appointing PricewaterhouseCoopers LLP (PwC) for the fiscal year ending December 31, 2024.
🚩 Red Flags
- Auditor change (transition from EY to PwC) can sometimes signal underlying disagreements, though the filing explicitly states no such disagreements occurred.
📋 Key Facts
- Dismissal of Ernst & Young LLP (EY) effective upon the filing of the 10-Q for the quarter ended March 31, 2024.
- Engagement of PricewaterhouseCoopers LLP (PwC) as the new independent auditor for fiscal year 2024.
- The change became effective on May 9, 2024, following the filing of the quarterly report.
- EY's reports for FY 2022 and 2023 did not contain adverse opinions, disclaimers, or qualifications.
Funko, Inc. announced the appointment of Cynthia Williams as Chief Executive Officer, effective May 20, 2024, succeeding Interim CEO Michael Lunsford. The filing also notes the resignation of Director Andrew Perlmutter and includes a detailed breakdown of Ms. Williams' compensation package.
🚩 Red Flags
- CEO compensation is heavily weighted toward performance hurdles (3x stock price target for options) and significant RSU grants, which can be dilutive.
- The use of a '2024 Inducement Award Plan' allows the company to issue equity without immediate shareholder vote.
📋 Key Facts
- Cynthia Williams appointed as CEO and Class II director, effective May 20, 2024.
- Ms. Williams succeeds Interim CEO Michael Lunsford; Mr. Lunsford will remain on the Board.
- Andrew Perlmutter resigned from the Board of Directors, effective May 20, 2024.
- CEO compensation includes a $1,000,000 annual base salary and a target performance bonus of up to 100% (with a minimum floor of 75% for 2024).
- Sign-on equity package includes an option with a vesting price at 3x the current exercise price, a $2.5M RSU grant, and a $625k one-time RSU grant.
- The Board adopted the '2024 Inducement Award Plan' to facilitate new hires without prior stockholder approval per Nasdaq rules.
Funko, Inc. has dismissed Ernst & Young LLP (EY) as its independent auditor and engaged PricewaterhouseCoopers LLP (PwC) for the fiscal year ending December 31, 2024. This change follows a competitive process by the Audit Committee.
🚩 Red Flags
- Auditor change combined with persistent material weaknesses in internal controls over financial reporting for multiple consecutive years.
- The company's 2023 10-K contained an adverse opinion on the effectiveness of internal control over financial reporting.
- Material weaknesses specifically related to IT controls (user access, segregation of duties) and digital collectibles business systems.
📋 Key Facts
- Effective date of auditor change: Upon filing of the Form 10-Q for the quarter ended March 31, 2024.
- Dismissed Auditor: Ernst & Young LLP (EY).
- New Auditor: PricewaterhouseCoopers LLP (PwC).
- The company reported material weaknesses in internal control over financial reporting for both fiscal years 2022 and 2023.
- Material weaknesses include failures in designing/implementing control activities, monitoring activities, and General Information Technology Controls (GITCs) related to US ERP systems.
Funko, Inc. announced the resignation of its CFO and COO, Steve Nave, effective March 15, 2024. The company has appointed Yves LePendeven as Acting CFO and will not fill the COO position at this time.
🚩 Red Flags
- Simultaneous departure of both CFO and COO roles.
- Appointment of an 'Acting' CFO rather than a permanent replacement suggests leadership instability or transition uncertainty.
- The company is leaving the COO position vacant, indicating potential restructuring or organizational gaps.
📋 Key Facts
- Steve Nave resigned as Chief Financial Officer (CFO) and Chief Operating Officer (COO) on March 6, 2024; effective March 15, 2024.
- Yves LePendeven appointed as Acting CFO, Principal Financial Officer, and Principal Accounting Officer, effective March 15, 2024.
- The Company will not fill the COO position at this time.
- Steve Nave's separation agreement includes six months of base salary/COBRA reimbursement and $125,000 in additional payments, contingent on a release of claims.
- Yves LePendeven's acting role includes an additional $10,000 per month and 5,000 RSUs vesting in six months.
- The filing also includes the announcement of financial results for the quarter and fiscal year ended December 31, 2023 (Item 2.02).
Funko, Inc. announced that Andrew Perlmutter, the President of the company, has tendered his resignation from his executive role effective March 31, 2024. The departure is characterized as a 'Good Reason' resignation under his employment agreement, though he will remain on the Board of Directors.
🚩 Red Flags
- Resignation for 'Good Reason': This typically implies the executive is leaving due to a significant change in their role, compensation, or authority, which can signal internal friction or strategic shifts.
- Loss of key leadership: The President's departure from an operational role may impact management stability.
📋 Key Facts
- Andrew Perlmutter resigned as President on February 12, 2024.
- The resignation becomes effective March 31, 2024.
- The departure is classified as a 'Good Reason' resignation per his employment agreement dated January 3, 2022 (and subsequent amendments).
- Perlmutter will continue to serve as a member of the Company’s Board of Directors.