1. Pop your popcorn

Start by popping your kernels using your favorite method. I like stovetop popping—it’s simple and makes the fluffiest popcorn. Once it’s ready, pour the popcorn into a large mixing bowl and take a minute to pick out any unpopped kernels. (Yes, it’s tedious, but worth it!)

Pro tip: For extra flavor, lightly salt your popcorn before adding the marshmallow mixture.

2. Melt the butter and marshmallows

In a large pot over medium-low heat, melt the butter. Once it’s fully melted, toss in the marshmallows. Stir constantly until they’re completely melted and smooth. Be patient—low and slow is the way to go here to avoid burning.

Quick tip: If you’re in a hurry, use the microwave. Melt the butter and marshmallows in 30-second bursts, stirring in between.

3. Combine popcorn and marshmallow mixture

Remove the pot from heat and immediately pour the melted marshmallow mixture over the popcorn. Work quickly and gently stir to coat all the popcorn evenly. Don’t worry if it’s not perfect—this is a messy, fun process!

4. Add the mix-ins

Once the popcorn has cooled slightly (you don’t want to melt the M&Ms!), gently fold in the candies and sprinkles with a rubber spatula.

My tip: If you love a colorful popcorn ball, reserve a handful of sprinkles to add after shaping.

5. Shape the popcorn balls

Spray your hands generously with non-stick cooking spray, then grab about a cup of the popcorn mixture and press it into a ball. Be firm but gentle—you want it to hold its shape without crushing the popcorn. Repeat until all the mixture is used up, re-spraying your hands as needed.

6. Let them cool

Place the finished popcorn balls on a sheet of parchment paper and let them cool completely at room temperature. This usually takes about 30 minutes, but they’ll firm up quicker in the fridge.