STIPULATION AND ORDER EXTENDING TIME TO ANSWER, MOVE, OR OTHERWISE RESPOND PENDING APPOINTMENT OF LEAD PLAINTIFF AND LEAD COUNSEL

RICARDO S. MARTINEZ, Chief District Judge.

Whereas, on June 4, 2018, Plaintiff Satyanarayana Kanugonda ("Plaintiff") filed the complaint in this putative class action (the "Complaint") in the United States District Court for the Western District of Washington against Funko, Inc., Brian Mariotti, Russell Nickel, Ken Brotman, Gino Dellomo, Adam Kriger, Richard McNally, Charles Denson, and Diane Irvine (collectively, the "Funko Defendants"); Goldman Sachs & Co. (now known as Goldman Sachs & Co. LLC), J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Piper Jaffray & Co., Jeffries LLC, Stifel, Nicolaus & Company, Inc., BMO Capital Markets Corp., and SunTrust Robinson Humphrey, Inc. (collectively, the "Underwriter Defendants," and together with the Funko Defendants, the "Defendants").

Whereas, the Complaint alleges violations of Sections 11, 12, and 15 of the federal Securities Act of 1933, 15 U.S.C. § 77a et seq., and is subject to the lead plaintiff procedures of the Private Securities Litigation Reform Act of 1995 (the "PSLRA");

Whereas, on June 27, 2018, the Court entered an Order holding that proper notice was not provided in this action and that Plaintiff could publish notice pursuant to the PSLRA and initiate the 60-day period for class members to seek lead plaintiff status;

Whereas, on June 28, 2018, Plaintiff caused notice to be issued of the pending action pursuant to the PSLRA. The deadline for class members to move for appointment as lead plaintiff is August 27, 2018;

Whereas, counsel for the Funko Defendants and Underwriter Defendants have agreed to accept service of process on behalf of those respective Defendants who have not been served;

Whereas, there have been no prior extensions of time for Defendants to answer, move or otherwise respond to the Complaint in this Court.

IT IS THEREFORE STIPULATED AND AGREED, by and between Plaintiff and Defendants, by and through their undersigned counsel and subject to the approval of this Court, that:

1. The undersigned counsel for the Funko Defendants and the Underwriter Defendants are authorized to and hereby accept service of process in this action on behalf of the unserved Funko Defendants and Underwriter Defendants, respectively, without prejudice and without waiver of any defenses, objections, or arguments in this matter or any other matter, including without limitation any arguments regarding personal jurisdiction or venue, except as to sufficiency of service of process.

2. Defendants shall not be required to answer, move, or otherwise respond to the Complaint until after the Court appoints a lead plaintiff and lead counsel.

3. Unless otherwise agreed by the parties or ordered by the Court, within fourteen (14) days after the Court appoints a lead plaintiff and lead counsel, Defendants and the lead plaintiff will confer and jointly submit a: (i) proposed schedule and dates by which the lead plaintiff will file an amended complaint or designate a complaint as the operative complaint; and (ii) briefing schedule on Defendants' anticipated motion(s) to dismiss.

SO STIPULATED AND AGREED

ORDER

In accordance with the foregoing stipulation, it is so ORDERED.