Filing Details
- Accession Number:
- 0001213900-20-005738
- Form Type:
- 13G Filing
- Publication Date:
- 2020-03-09 16:05:23
- Filed By:
- Kipp Jon P.
- Company:
- Funko Inc. (NASDAQ:FNKO)
- Filing Date:
- 2020-03-09
- SEC Url:
- 13G Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Jon P. Kipp | 50,008 | 0 | 50,008 | 0 | 50,008 | 0.14% |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)
FUNKO, INC.
(Name of Issuer)
Class A Common Stock, par value $0.0001 per share
(Title of Class of Securities)
361008105
(CUSIP Number)
December 31, 2019
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| ☐ | Rule 13d-1(b) |
| ☒ | Rule 13d-1(c) |
| ☐ | Rule 13d-1(d) |
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. 361008105 | SC 13G | Page 2 of 5 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Jon P. Kipp |
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☐ |
| 3. | SEC USE ONLY |
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. |
| NUMBER OF SHARES OWNED BY EACH PERSON WITH | 5. | SOLE VOTING POWER 50,0081 |
| 6. | SHARED VOTING POWER 0 | |
| 7. | SOLE DISPOSITIVE POWER 50,0081 | |
| 8. | SHARED DISPOSITIVE POWER 0 |
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 50,008 |
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.14%2 |
| 12. | TYPE OF REPORTING PERSON (see instructions) IN |
| 1 | Includes 24,999 common units of Funko Acquisition Holdings, L.L.C. (“Common Units”) beneficially owned in his capacity as Trustee of the Mariotti Family Irrevocable Trust uad 9/28/17 (“ILIT”), and 25,009 Common Units beneficially owned in his capacity as Trustee of the Brian R. Mariotti Grantor Retained Annuity Trust uad 9/28/17 (“GRAT”). |
| 2 | Based on 34,900,625 shares of Class A Common Stock issued and outstanding as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on October 31, 2019, as well as the conversion of all 50,008 Common Units beneficially owned on a one-to-one basis into Class A Common Stock of the Issuer. |
| CUSIP No. 361008105 | SC 13G | Page 3 of 5 |
Item 1.
| (a) | Name of Issuer FUNKO, INC. | |
| (b) | Address of Issuer’s Principal Executive Offices Everett, Washington 98201 |
Item 2.
| (a) | Name of Person Filing Jon P. Kipp | |
| (b) | Address of the Principal Office or, if none, residence Woodinville, WA 98077 | |
| (c) | Citizenship U.S. | |
| (d) | Title of Class of Securities Class A Common Stock, par value $0.0001 per share | |
| (e) | CUSIP Number 361008105 | |
Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
| (a) | ☐ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). | |
| (b) | ☐ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). | |
| (c) | ☐ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). | |
| (d) | ☐ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). | |
| (e) | ☐ | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); | |
| (f) | ☐ | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); | |
| (g) | ☐ | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); | |
| (h) | ☐ | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | |
| (i) | ☐ | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | |
| (j) | ☐ | Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
| CUSIP No. 361008105 | SC 13G | Page 4 of 5 |
Item 4. Ownership.
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
The ownership information below represents beneficial ownership of Class A Common Stock of the Issuer as of March __, 2020, assuming the conversion of the Common Units (“Common Units”) of Funko Acquisition Holdings, L.L.C. held by the Reporting Person into shares of Class A Common Stock of the Issuer on a one-to-one basis.
| (a) | Amount beneficially owned: 50,008 Common Units | ||
| (b) | Percent of class: 0.14% | ||
| (c) | Number of shares as to which the person has: | ||
| (i) | Sole power to vote or to direct the vote: 50,008 Common Units | ||
| (ii) | Shared power to vote or to direct the vote: 0 | ||
| (iii) | Sole power to dispose or to direct the disposition of: 50,008 Common Units | ||
| (iv) | Shared power to dispose or to direct the disposition of: 0 | ||
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☑
Instruction. Dissolution of a group requires a response to this item.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 210.14a-11.
| CUSIP No. 361008105 | SC 13G | Page 5 of 5 |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| March 5, 2020 | |
| Date | |
| /s/ Jon P. Kipp | |
| Signature | |
| Jon P. Kipp | |
| Name |