Form 4 for BZFD BuzzFeed, Inc.
Accepted 2021-12-07 00:00:00 ET · period of report 2021-12-03 · accession 0001209191-21-068390 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2021-12-07 | 2021-12-03 | BZFD | Rolle Janet L | Dir | A - Grant | $0.00 | +29.0K | 29.0K | New | $0 |
| D | 2021-12-07 | 2021-12-03 | BZFD | Rolle Janet L | Dir | M - OptEx | $0.00 | -29.0K | 78.1K | -27% | $0 |
| D | 2021-12-07 | 2021-12-03 | BZFD | Rolle Janet L | Dir | A - Grant | — | +107.1K | 107.1K | New | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2021-12-03 | A | A | 29,007 | $0.00 | 29,007 | D | — | — | (F1) The acquisition of shares reported in this row of Table I represents the vesting of restricted stock units as of the indicated transaction date. Pursuant to the reporting person's award agreement with the issuer, physical settlement of the restricted stock units for shares of the issuer's Class A Common Stock will occur on January 3, 2022. The total reported in Column 5 reflects said shares. |
| 2 | Derivative | Restricted Stock Units | 2021-12-03 | M | D | 29,007 | $0.00 | 78,093 | D | — · — to — | 29,007 Class A Common Stock | (F2) Each restricted stock unit 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. (F6) Represents the vesting of 13/48 of the award on the transaction date. The remainder vests as to: (i) 1/24 of the total award on February 15, 2022; and (ii) 1/16 of the total award on the 15th of each May, August, November, and February thereafter. (F5) These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date. |
| 3 | Derivative | Restricted Stock Units | 2021-12-03 | A | A | 107,100 | — | 107,100 | D | — · — to — | 107,100 Class A Common Stock | (F3) Represents restricted stock units 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 restricted stock units previously awarded by Original BuzzFeed for shares of its Class A Common Stock were exchanged for substitute restricted stock unit awards, of an equivalent economic value, which vest for shares of the issuer's Class A Common Stock. (F2) Each restricted stock unit 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. (F4) 13/48 of this award vests on the transaction date. The remainder vests as to: (i) 1/24 of the total award on February 15, 2022; and (ii) 1/16 of the total award on the 15th of each May, August, November, and February thereafter. (F5) These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date. |