4//SEC Filing
Powell Rhonda 4
Accession 0001104659-22-069022
CIK 0001828972other
Filed
Jun 6, 8:00 PM ET
Accepted
Jun 7, 5:11 PM ET
Size
18.8 KB
Accession
0001104659-22-069022
Insider Transaction Report
Form 4
BuzzFeed, Inc.BZFD
Powell Rhonda
Chief Legal Officer
Transactions
- Award
Restricted Stock Units
2021-12-06+162,180→ 162,180 total→ Class A Common Stock (162,180 underlying) - Exercise/Conversion
Restricted Stock Units
2022-06-05−91,800→ 6,120 total→ Class A Common Stock (91,800 underlying) - Exercise/Conversion
Class A Common Stock
2022-06-05+91,800→ 159,374 total - Exercise/Conversion
Class A Common Stock
2022-06-05+67,574→ 67,574 total - Tax Payment
Class A Common Stock
2022-06-05$3.76/sh−57,460$216,050→ 101,914 total - Award
Restricted Stock Units
2022-05-12+97,920→ 97,920 total→ Class A Common Stock (97,920 underlying) - Exercise/Conversion
Restricted Stock Units
2022-06-05−67,574→ 94,606 total→ Class A Common Stock (67,574 underlying)
Footnotes (7)
- [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% vests on September 5, 2019 and (b) the remaining 75% vests in 36 equal installments each monthly anniversary thereafter.
- [F7]These RSUs do not expire. They either vest or are cancelled prior to the vesting date.
Documents
Issuer
BuzzFeed, Inc.
CIK 0001828972
Entity typeother
Related Parties
1- filerCIK 0001886656
Filing Metadata
- Form type
- 4
- Filed
- Jun 6, 8:00 PM ET
- Accepted
- Jun 7, 5:11 PM ET
- Size
- 18.8 KB