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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 4)*
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Funko, Inc. (Name of Issuer) |
Class A Common Stock (Title of Class of Securities) |
361008105 (CUSIP Number) |
06/05/2025 (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) |
SCHEDULE 13G
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| CUSIP No. | 361008105 |
| 1 | Names of Reporting Persons
Working Capital Advisors (UK) Ltd. | ||||||||
| 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
UNITED KINGDOM
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,510,238.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
4.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
SCHEDULE 13G
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| CUSIP No. | 361008105 |
| 1 | Names of Reporting Persons
Working Capital Management Pte. Ltd. | ||||||||
| 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
SINGAPORE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,510,238.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
4.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
FI |
SCHEDULE 13G
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| CUSIP No. | 361008105 |
| 1 | Names of Reporting Persons
Hsiang-Tze Kenneth Chan | ||||||||
| 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
SINGAPORE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,510,238.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
4.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13G
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| CUSIP No. | 361008105 |
| 1 | Names of Reporting Persons
Working Capital Partners, Ltd | ||||||||
| 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
CAYMAN ISLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,510,238.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
4.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13G
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| CUSIP No. | 361008105 |
| 1 | Names of Reporting Persons
High Street Partners, Ltd. | ||||||||
| 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
CAYMAN ISLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
0.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
0.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Funko, Inc. | |
| (b) | Address of issuer's principal executive offices:
2802 WETMORE AVE, EVERETT, WASHINGTON, 98201 | |
| Item 2. | ||
| (a) | Name of person filing:
This Amendment No. 4 to the Schedule 13G is being filed by Working Capital Partners, Ltd. ("Working Capital Fund"), High Street Partners, Ltd. ("High Street" and together with Working Capital Fund, the "Private Funds"), Working Capital Advisors (UK) Ltd. (the "Investment Manager"), Working Capital Management Pte. Ltd. (the "Parent Company"), and Kenneth Chan, who are collectively referred to as the "Reporting Persons." Kenneth Chan is the sole owner of the Parent Company. The Parent Company is the sole owner of the Investment Manager. The Investment Manager serves as the investment manager to the Private Funds. The Reporting Persons have entered into a Joint Filing Agreement, dated as of June 6, 2025, a copy of which was filed with Amendment No. 4 to the Schedule 13G filed by the Reporting Persons as Exhibit 99.1 (which is incorporated herein by reference), pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k) under the Act. | |
| (b) | Address or principal business office or, if none, residence:
Queripel House
Unit 2
1 Duke of York Square
London SW3 4LY
United Kingdom
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| (c) | Citizenship:
Working Capital Partners, Ltd. - Cayman Islands
High Street Partners, Ltd. - Cayman Islands
Working Capital Advisors (UK) Ltd. - United Kingdom
Working Capital Management Pte. Ltd. - Singapore
Kenneth Chan - Singapore citizen
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| (d) | Title of class of securities:
Class A Common Stock | |
| (e) | CUSIP No.:
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) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). | |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
Working Capital Partners, Ltd. - 2,510,238 shares
High Street Partners, Ltd. - 0 shares
Working Capital Advisors (UK) Ltd. - 2,510,238 shares
Working Capital Management Pte. Ltd. - 2,510,238 shares
Kenneth Chan - 2,510,238 shares
** Shares reported herein for the Investment Manager, the Parent Company and Kenneth Chan represent Class A Common Stock beneficially owned and held of record by the Private Funds for which the Investment Manager serves as the investment manager. The Parent Company is the sole owner of the Investment Manager. Kenneth Chan is the sole owner of the Parent Company. | |
| (b) | Percent of class:
Working Capital Partners, Ltd. - 4.6%
High Street Partners, Ltd. - 0.0%
Working Capital Advisors (UK) Ltd. - 4.6%
Working Capital Management Pte. Ltd. - 4.6%
Kenneth Chan - 4.6%
%
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
Working Capital Partners, Ltd. - 0 shares
High Street Partners, Ltd. - 0 shares
Working Capital Advisors (UK) Ltd. - 0 shares
Working Capital Management Pte. Ltd. - 0 shares
Kenneth Chan - 0 shares
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| (ii) Shared power to vote or to direct the vote:
Working Capital Partners, Ltd. - 2,510,238 shares
High Street Partners, Ltd. - 0 shares
Working Capital Advisors (UK) Ltd. - 2,510,238 shares
Working Capital Management Pte. Ltd. - 2,510,238 shares
Kenneth Chan - 2,510,238 shares | ||
| (iii) Sole power to dispose or to direct the disposition of:
Working Capital Partners, Ltd. - 0 shares
High Street Partners, Ltd. - 0 shares
Working Capital Advisors (UK) Ltd. - 0 shares
Working Capital Management Pte. Ltd. - 0 shares
Kenneth Chan - 0 shares
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| (iv) Shared power to dispose or to direct the disposition of:
Working Capital Partners, Ltd. - 2,510,238 shares
High Street Partners, Ltd. - 0 shares
Working Capital Advisors (UK) Ltd. - 2,510,238 shares
Working Capital Management Pte. Ltd. - 2,510,238 shares
Kenneth Chan - 2,510,238 shares | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
Ownership of 5 percent or less of a class
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
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 § 240.14a-11.
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| 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.
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