Sarah Kirshbaum Levy
About Sarah Kirshbaum Levy
Sarah Kirshbaum Levy, 54, is an independent Class III director of Funko, Inc., serving since September 2019; her current term runs through the 2026 Annual Meeting . She is CEO and a director of Betterment, LLC (since Dec 2020) and previously served as COO of Viacom Media Networks (2016–Jan 2020) and COO of Nickelodeon (2005–2016) . She holds an MBA and a BA in Economics from Harvard University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Viacom Media Networks (ViacomCBS) | Chief Operating Officer | 2016 – Jan 2020 | Oversaw global strategy, finance and operations |
| Nickelodeon | Chief Operating Officer | 2005 – 2016 | Senior operating leadership in media/licensing |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Betterment, LLC | Chief Executive Officer; Director | Dec 2020 – Present | Largest independent digital wealth platform |
| Lucius Littauer Foundation | Director/Trustee | Not specified | Grants in education, social welfare, health, Jewish studies |
| ACON S2 Acquisition Corp. (SPAC) | Director | Sep 2020 – Oct 2021 | Audit and Compensation Committees |
Board Governance
- Independence: Board affirms Levy is independent under Nasdaq rules .
- Committee assignments: Chair, Compensation Committee; Member, Audit Committee .
- Attendance: In 2024, each director attended ≥75% of Board and committee meetings (except Michael Kerns at 70%); all directors attended the 2024 Annual Meeting .
- Committee workload: Audit Committee met 7x in 2024; Compensation Committee met 7x in 2024 .
- Class/tenure: Class III director; board service since 2019; term to expire at the 2026 Annual Meeting .
- Practices: Anti-hedging/pledging prohibitions for directors; independent director executive sessions held regularly .
- Ownership alignment: Non-employee directors must hold stock equal to 5x annual retainer; as of Dec 31, 2024 all directors were in compliance or on track .
Fixed Compensation (Director Cash)
| Item | Amount | Notes |
|---|---|---|
| 2024 Cash Fees (Levy) | $95,000 | Fees earned or paid in cash for 2024 |
| Policy – Board Retainer (all non-employee directors) | $90,000 | Annual cash retainer |
| Policy – Comp Committee Chair retainer | $20,000 | Additional annual cash retainer |
| Policy – Audit Committee member retainer | $5,000 | Additional annual cash retainer |
Note: Director compensation policy outlines retainers by role; reported 2024 cash paid to Levy was $95,000 .
Performance Compensation (Director Equity)
| Equity Component | 2024 Value (Levy) | Vesting | Policy Baseline |
|---|---|---|---|
| Stock Options | $167,338 (grant-date fair value) | Generally vests in full ~1 year for director awards; Levy held 25,500 unvested options vesting June 4, 2025 | Target option grant value $75,000; accelerates on change in control |
| RSUs | $96,224 (grant-date fair value) | Generally vests in full ~1 year for director awards; Levy held 10,204 unvested RSUs vesting June 4, 2025 | Target RSU grant value $75,000; accelerates on change in control |
Director equity is time-based (not performance-vesting) and is designed to align with shareholders via equity ownership; awards generally vest in full on the first anniversary of grant and accelerate on a change in control .
Other Directorships & Interlocks
| Company/Entity | Type | Role/Committee | Interlock/Notes |
|---|---|---|---|
| Betterment, LLC | Private | CEO; Director | External operating role (fintech) |
| Lucius Littauer Foundation | Non-profit | Director/Trustee | Philanthropic board |
| ACON S2 Acquisition Corp. | Public (former) | Director; Audit & Compensation Committees | Tenure Sep 2020–Oct 2021 |
| Compensation Committee Interlocks | — | — | Company disclosed no interlocks requiring disclosure in 2024 |
Expertise & Qualifications
- Entertainment/media and licensing domain expertise from Nickelodeon and Viacom Media Networks operating roles .
- Financial and leadership credentials as CEO of Betterment (digital wealth platform) .
- Academic credentials: MBA; BA in Economics, Harvard University .
- Governance experience: Prior public board (ACON S2) with service on Audit and Compensation Committees .
Equity Ownership
| Measure | Amount/Status |
|---|---|
| Beneficial ownership (Class A) | 79,672 shares; <1% of outstanding (asterisk denotes less than one percent) |
| Direct Class A shares | 13,269 shares (sole voting/dispositive power) |
| Options – vested | 30,699 options vested as of record date |
| RSUs – vesting within ~60 days of 4/28/2025 | 10,204 RSUs |
| Options – vesting within ~60 days of 4/28/2025 | 25,500 options |
| Hedging/Pledging | Prohibited by policy (no pledging; no hedging) |
| Ownership guidelines | Non-employee directors: 5x annual retainer; all directors in compliance or on track as of 12/31/2024 |
| Section 16(a) compliance | Company reported compliance for the fiscal year except certain late filings by other individuals; Levy not identified among late filers |
Governance Assessment
- Strengths: Independent director; chairs Compensation Committee and serves on Audit Committee, indicating significant involvement in pay and financial oversight . Equity-heavy director compensation and ownership guidelines enhance alignment; hedging/pledging bans reduce misalignment risk . Compensation Committee uses an independent consultant (Semler Brossy) and met seven times in 2024, signaling active oversight .
- Watch items / potential risks: Funko disclosed material weaknesses in internal control over financial reporting in 2022 and 2023; continued remediation and Audit Committee oversight (of which Levy is a member) remain key for investor confidence . TCG’s stockholders agreement affords significant influence over director elections, shaping board dynamics though Levy herself is independent .
- Shareholder sentiment: Say‑on‑Pay support was >99% at the 2024 Annual Meeting (on 2023 pay), signaling broad investor support for compensation practices overseen by the Compensation Committee .
No related‑person transactions involving Ms. Levy are described in the excerpts provided; the Audit Committee oversees a formal Related Person Transactions Policy .