Felicia DellaFortuna - Dec 6, 2021 Form 4 Insider Report for BuzzFeed, Inc. (BZFD)

Role
Chief Financial Officer
Signature
/s/ Rhonda Powell, as Attorney-in-Fact for Felicia DellaFortuna
Stock symbol
BZFD
Transactions as of
Dec 6, 2021
Transactions value $
-$253,522
Form type
4
Date filed
6/7/2022, 05:10 PM
Previous filing
Dec 7, 2021
Next filing
Feb 24, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BZFD Class A Common Stock Options Exercise $0 +153K $0.00 153K Jun 5, 2022 Direct F1
transaction BZFD Class A Common Stock Options Exercise $0 +19.4K +12.67% $0.00 172K Jun 5, 2022 Direct F1
transaction BZFD Class A Common Stock Options Exercise $0 +6.89K +3.99% $0.00 179K Jun 5, 2022 Direct F1
transaction BZFD Class A Common Stock Tax liability -$254K -67.4K -37.61% $3.76* 112K Jun 5, 2022 Direct

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 Restricted Stock Units Award $0 +367K $0.00 367K Dec 6, 2021 Class A Common Stock 367K Direct F2, F4, F5, F8
transaction BZFD Restricted Stock Units Award $0 +24.5K $0.00 24.5K May 12, 2022 Class A Common Stock 24.5K Direct F3, F4, F6, F8
transaction BZFD Restricted Stock Units Award $0 +9.18K $0.00 9.18K May 12, 2022 Class A Common Stock 9.18K Direct F3, F4, F7, F8
transaction BZFD Restricted Stock Units Options Exercise $0 -153K -41.67% $0.00 214K Jun 5, 2022 Class A Common Stock 153K Direct F4, F5, F8
transaction BZFD Restricted Stock Units Options Exercise $0 -19.4K -79.16% $0.00 5.1K Jun 5, 2022 Class A Common Stock 19.4K Direct F4, F6, F8
transaction BZFD Restricted Stock Units Options Exercise $0 -6.89K -75% $0.00 2.3K Jun 5, 2022 Class A Common Stock 6.89K Direct F4, F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These shares of Class A common stock reflect the settlement of restricted stock units of the Issuer ("RSUs") on June 5, 2022. Each RSU is convertible into a share of the Class A common stock on a 1-for-1 basis.
F2 Represents RSUs of the Issuer received pursuant to a business combination (the "Business Combination") which was effectuated in accordance with the terms of an Agreement and Plan of Merger dated as of June 24, 2021 (the "Merger Agreement") among (i) the Issuer, (ii) wholly-owned subsidiaries of the Issuer and (iii) the company formerly known as Buzzfeed, Inc. ("Original BuzzFeed"). At the Effective Time (as defined in the Merger Agreement), the Reporting Person's RSUs previously awarded by Original BuzzFeed with respect to shares of its Class A Common Stock were exchanged for replacement RSU awards of the Issuer, of an equivalent economic value, with respect to the Issuer's Class A common stock. The RSUs were subject to a liquidity event condition, which was satisfied by the Business Combination.
F3 Represents RSUs of the Issuer received pursuant to the Business Combination which was effectuated in accordance with the terms of the Merger Agreement. At the Effective Time, the Reporting Person's RSUs previously awarded by Original BuzzFeed with respect to shares of its Class A Common Stock were exchanged for replacement RSU awards of the Issuer, of an equivalent economic value, with respect to the Issuer's Class A common stock. The RSUs were subject to a liquidity event condition, which the board of directors of the Issuer waived on May 12, 2022.
F4 Each RSU represents a contingent right to receive one share of the Issuer's Class A common stock, subject to the Reporting Person's continued status as a service provider to the Issuer.
F5 The RSUs service-vest on the following schedule: (a) one-third vest on January 1, 2022 and (b) the remaining two-thirds vest in eight equal installments on each quarterly anniversary thereafter.
F6 The RSUs service-vest on the following schedule: (a) 25% vest on April 11, 2020, and (b) the remaining 75% vests in 36 equal installments each monthly anniversary thereafter.
F7 The RSUs service-vest on the following schedule: (a) 25% vest on August 1, 2020, and (b) the remaining 75% vests in 36 equal installments each monthly anniversary thereafter.
F8 These RSUs do not expire. They either vest or are cancelled prior to the vesting date.