Pop the popcorn according to the package instructions and place in a large bowl. Set aside.

Place caramel candies and butter in a saucepan over medium-low heat. Stir until melted and smooth.

Pour the melted caramel over the popcorn and toss until well coated. Let it cool for a few minutes.

Melt the chocolate chips using a microwave or double boiler until smooth.

Shape the popcorn into balls and insert a stick into each.

Dip each popcorn ball into melted chocolate and roll in sprinkles. Place on parchment paper to set.