Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
transaction | BZFD | Convertible Rights | Other | +1.2M | 1.2M | Dec 3, 2021 | Class A Common Stock | 1.2M | By Subsidiary | F1, F2, F3 |
Id | Content |
---|---|
F1 | Reflects 1,200,000 shares currently held in escrow pursuant to an Amended and Restated Escrow Agreement (the "Escrow Agreement") dated as of December 3, 2021 and entered into by and among: (i) PNC Bank, National Association; (ii) NBCUniversal Media, LLC ("NBCU"); (iii) Jonah Peretti; and (iv) Jonah Peretti, LLC. |
F2 | Pursuant to the terms of the Escrow Agreement, if the daily volume-weighted average price of one share of Class A Common Stock of the Issuer for the 15 consecutive trading days ending on the date that is one trading day immediately prior to the earlier of (x) a Parent Change of Control (as defined in the Escrow Agreement) and (y) December 3, 2023 is less than $12.50 per share, then the Escrow Agent (as defined in the Escrow Agreement) shall transfer to NBCU a number of shares of Class A Common Stock or Class B Common Stock ("Make-Whole Shares") up to a maximum of 1,200,00 shares, as determined in accordance with the Escrow Agreement (or, at the election of Jonah Peretti, LLC, in an equivalent cash amount). The Escrow Agreement expires on December 3, 2023. |
F3 | NBCUniversal Media, LLC is a wholly owned subsidiary of NBCUniversal, LLC; NBCUniversal, LLC is a wholly owned subsidiary of Comcast Corporation. |