| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 06/26/2024 |
3. Issuer Name and Ticker or Trading Symbol
WEBTOON Entertainment Inc. [ WBTN ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 882,474(1) | D | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Option | (2) | 11/28/2028 | Common Stock | 3,461,670 | 11.03 | D | |
| Explanation of Responses: |
| 1. The reported securities represent restricted stock units ("RSUs") which each entitle the Reporting Person to receive one share of common stock upon vesting. 438,030 of the RSUs will fully vest at the closing of the initial public offering of Common Stock of the Issuer (the "IPO"), and 444,444 of the RSUs will vest on January 1, 2025, assuming continued employment through each such date. |
| 2. The reported securities will fully vest at closing of the IPO, assuming continued employment through such date. |
| Remarks: |
| Founder, CEO and Chairman of the Board |
| /s/ Maximilian Jo as Attorney-in-Fact for the Reporting Person | 06/26/2024 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
POWER OF ATTORNEY
June 17, 2024
KNOW ALL BY THESE PRESENTS, that the undersigned hereby makes, constitutes and appoints each of David J. Lee and Maximilian Jo, acting individually, as the undersigned's true and lawful attorneys-in-fact and agents, with full power and authority, including substitution and revocation, as hereinafter described on behalf of and in the name, place and stead of the undersigned to:
The undersigned hereby acknowledges that (a) the foregoing attorneys-in-fact are serving in such capacity at the request of the undersigned; (b) this Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in his or her discretion on information provided to such attorney-in-fact without independent verification of such information; (c) any documents prepared and/or executed by any attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such information and disclosure as such attorney-in-fact, in his or her sole discretion, deems necessary or advisable; (d) neither the Company nor any attorney-in-fact assumes (i) any liability for the undersigned's responsibility to comply with the requirements of the Exchange Act or Securities Act, as applicable, (ii) any liability of the undersigned for any failure to comply with such requirements, (iii) any obligation or liability under
Section 13 of the Exchange Act, (iv) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act or (v) any liability resulting from a failure to qualify for the safe harbor under Rule 144; and (e) this Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under the Exchange Act or Securities Act, including, without limitation, the reporting requirements under Section 13 and Section 16 of the Exchange Act or Rule 144 promulgated under the Securities Act, as applicable.
This Power of Attorney shall remain in full force and effect (and shall survive, if necessary, by incapacity and/or death) until the undersigned is no longer required to file Schedule 13D or Schedule 13G, Form 3, 4 or 5, notices on Form 144, or any amendments, supplements or exhibits to any of the foregoing with respect to the undersigned's holdings of, and transactions in, securities issued by the Company, unless earlier revoked as to any attorney-infact by the undersigned in a signed writing delivered to such attorney-in-fact.
[Signature Page to Follow]
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IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date first written above.
/s/ Junkoo Kim |
Junkoo Kim |
[Signature Page to Power of Attorney]