Start by popping your popcorn kernels, with your desired method. We use a Stir Crazy Machine. Once popped set aside.

Spray a 9x13 cookie sheet with cooking spray or lay a Silpat mat. This will help prevent the marshmallow popcorn from sticking to the pan.

Empty your container of Marshmallow Fluff into a large microwave-safe container. Heat for 25 seconds, stir well, then reheat again for 25 seconds. You want to repeat this process until the marshmallow fluff is fully melted.

Stir in the butter and vanilla extract until well combined.

Slowly add in the popcorn along with half the sprinkles. Use a rubber spatula to mix up the marshmallow fluff popcorn.

Spread the coated popcorn over the cookie sheet in a single layer. Add remaining sprinkles, focusing on any areas that are lacking sprinkles.

Let set in the fridge for 4 hours or overnight until no longer tacky to the touch.

Break up the marshmallow popcorn and store in an airtight container in the fridge until ready to serve.