X0206 3 2017-11-02 0 0001704711 Funko, Inc. FNKO 0001719494 Mariotti Brian Richard C/O FUNKO, INC. 2802 WETMORE AVENUE EVERETT WA 98201 1 1 0 0 CHIEF EXECUTIVE OFFICER Class B Common Stock 3742823 D Common Units Class A Common Stock 4469630 D Acquired pursuant to a subscription agreement entered into with the Issuer in connection with the Issuer's initial public offering (the "IPO"). One share of the Issuer's Class B common stock, par value $0.0001 per share (the "Class B Common Stock"), was issued for each vested common unit in FAH, LLC (each a "Common Unit") received pursuant to a reclassification of FAH, LLC that occurred in connection with the IPO. The shares of 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. The vested Common Units may be redeemed by the Reporting Person at any time following the closing of the Issuer's initial public offering for an equal number of shares of Class A Common Stock, par value $0.0001 per share (the "Class A Common Stock") or, at the election of the Issuer, cash equal to the volume-weighted average market price of such shares. Upon the Reporting Person's redemption of a Common Unit for Class A Common Stock, any corresponding share of Class B Common Stock will be cancelled. 3,742,823 Common Units are vested and 726,807 Common Units will vest in three equal annual installments on the first three anniversaries of December 21, 2016, subject to the Reporting Person's continued service with the Issuer. The Common Units have no expiration date. Exhibit List: Exhibit 24 - Power of Attorney /s/ Tracy D. Daw as Attorney-in-Fact for Brian Richard Mariotti 2017-11-02