200 Park Avenue Partners, LLC - Dec 3, 2021 Form 4 Insider Report for BuzzFeed, Inc. (BZFD)

Role
Other*
Signature
/s/ 200 Park Avenue Partners, LLC, By: /s/ Jason R. Sanderson, Attorney-in-Fact
Stock symbol
BZFD
Transactions as of
Dec 3, 2021
Transactions value $
$8,575,000
Form type
4
Date filed
12/7/2021, 08:00 PM

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BZFD Class A Common Stock Options Exercise +6.2M +942.21% 6.85M Dec 3, 2021 Direct F1
transaction BZFD Class A Common Stock Award $1M +100K +1.46% $10.00* 6.95M Dec 3, 2021 Direct F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction BZFD Class F Common Stock Options Exercise $0 -6.2M -100% $0.00* 0 Dec 3, 2021 Class A Common Stock 6.2M Direct F1
transaction BZFD Private Placement Warrants (right to buy) Award $7.58M +253K $30.00* 253K Dec 3, 2021 Class A Common Stock 253K $11.50 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

200 Park Avenue Partners, LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On the transaction date (the "Completion Date"), pursuant to the issuer's Amended and Restated Certificate of Incorporation, as amended, each share of the issuer's Class F Common Stock automatically converted into one share of the issuer's Class A Common Stock upon completion of the business combination (the "Business Combination") entered into by and among: (i) the issuer; (ii) wholly-owned subsidiaries of the issuer; and (iii) the company formerly known as Buzzfeed, Inc.
F2 In connection with the consummation of the Business Combination, the issuer issued the securities described in this row to the reporting person, as its sponsor in the Business Combination, in satisfaction of a $1,000,000 working capital loan from the reporting person to the issuer.
F3 The private placement warrants were acquired from the issuer in connection with its initial public offering, the terms of which are described under the heading "Description of Securities" in the issuer's registration statement on Form S-1 (File No. 333-251650). Each private placement warrant is exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share, subject to certain adjustments. The private placement warrants are reported as acquired for purposes of Section 16 of the Act concurrently with the completion of the Business Combination, because they did not become derivative securities until the Completion Date pursuant to their exercise terms.

Remarks:

As a result of the Business Combination, the reporting person has ceased to beneficially own more than 10% of the outstanding common stock of the Issuer. By virtue of a Voting Agreement entered into by the reporting person upon completion of the Business Combination, the reporting person may be deemed to be a member of a "group" (within the meaning of Section 13(d)(3) of the Act) with: (i) Jonah Peretti and Jonah Peretti, LLC (collectively, "Peretti") and/or (ii) John S. Johnson III and Johnson BF, LLC (together with Peretti, the "Other Parties"). The reporting person does not have any pecuniary interest in any shares beneficially owned by any of the Other Parties, and the reporting person disclaims beneficial ownership of such shares.