[8-K] Funko, Inc. Reports Material Event

Rhea-AI Filing Summary

Funko, Inc. (FNKO) has filed an 8-K announcing a leadership change effective July 5, 2025. Current CEO Cynthia Williams will step down and resign from the Board. The Board has appointed director Michael Lunsford (age 58) as Interim Chief Executive Officer. Williams will receive severance benefits in line with her May 20 2024 employment agreement. Funko will amend this report within four business days to disclose any material compensation arrangements for Lunsford.

The filing does not indicate the reasons for Williams’s departure or provide details on a permanent CEO search. Continuity is partially addressed by elevating an existing director, but the use of an interim structure signals strategic and operational uncertainty until a permanent leader is selected.

Positive

• Swift appointment of an interim CEO limits operational disruption and signals board oversight.
• Severance governed by pre-existing contract, avoiding unanticipated payouts.

Negative

• CEO departure after approximately one year suggests potential strategic or performance issues.
• Interim leadership introduces uncertainty until a permanent CEO is named.
• Lack of disclosed reasons and pending compensation terms may erode investor confidence.

Insights

Corporate Governance Expert

TL;DR: Sudden CEO exit raises governance and strategy concerns; interim appointment limits near-term disruption.

Williams exits after roughly one year in the role, suggesting possible misalignment with the Board or performance challenges. An interim CEO drawn from the Board provides immediate oversight but underscores that succession planning was not fully settled. Investors typically view short-tenured CEO departures as a negative signal, often leading to uncertainty in product roadmaps, cost-control initiatives, and employee morale. The absence of disclosed cause, coupled with pending compensation details for Lunsford, increases opacity. Overall, this is a governance risk event that could pressure valuation multiples until a permanent leader and strategy are articulated.

Portfolio Manager

TL;DR: Management turnover is disruptive but impact on near-term cash flow appears limited; watch for strategic reset.

Funko’s interim solution mitigates operational gaps, and no guidance changes or financial restatements accompanied the announcement. However, CEO instability can defer long-term brand and inventory initiatives pivotal to margin recovery. Until the Board communicates a permanent hire and strategy, risk-adjusted discount rates may rise. If Lunsford’s interim tenure stabilizes sales trends, shares could rebound, but clarity is required. For now, maintain a neutral stance while monitoring additional disclosures.

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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

July 2, 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 Symbol(s)		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 July 2, 2025, the Board of Directors (the “Board”) of Funko, Inc. (the “Company”) informed Cynthia Williams that she would transition from her role as the Company’s Chief Executive Officer, effective July 5, 2025 (the “Effective Date”). On the Effective Date, the Board appointed Michael Lunsford as the Company’s Interim Chief Executive Officer and Ms. Williams resigned as a member of the Board. Ms. Williams will be entitled to severance benefits as provided for under her Employment Agreement with the Company, dated May 20, 2024.

Mr. Lunsford, age 58, remains a director of the Company. Biographical information for Mr. Lunsford can be found on page 9 of the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 30, 2025 and is incorporated herein by reference.

The Company intends to file an amendment to this filing containing any information called for in this Item 5.02 that is not determined or is unavailable at the time of this filing, such as material compensation arrangements for Mr. Lunsford, if any, within four business days after the information is determined or becomes available.

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: July 7, 2025				FUNKO, INC.
				By:		/s/ Tracy D. Daw
						Tracy D. Daw
						Chief Legal Officer and Secretary

FAQ

Why did Funko (FNKO) file an 8-K on July 2 2025?

The 8-K discloses CEO Cynthia Williams’s departure and the appointment of Michael Lunsford as interim CEO.

When will Cynthia Williams step down as Funko’s CEO?

July 5 2025 is the effective date for her transition.

Who is Funko’s new interim CEO?

Board member Michael Lunsford, age 58, will serve as interim CEO while retaining his directorship.

Will Cynthia Williams receive severance payments?

Yes. She is entitled to severance benefits under her May 20 2024 employment agreement.

Does the filing include Michael Lunsford’s compensation details?

No. Funko will amend the 8-K within four business days once compensation arrangements are determined.

Is Funko searching for a permanent CEO?

The filing implies a search by naming an interim CEO, but no timeline for a permanent replacement is provided.