Pop the popcorn according to package instructions. Place in a large bowl.

Melt the caramel candies with butter in a saucepan over medium heat until smooth.

Pour the caramel mixture over the popcorn and stir to coat evenly. Cool for a few minutes.

Preheat the oven to 250°F. Spread coated popcorn on a baking sheet and bake for 10 minutes, stirring halfway through.

Remove from oven and let cool completely before shaping into balls.

Optionally, melt chocolate chips and dip the popcorn balls before decorating with sprinkles.