Form 4/A for BZFD BuzzFeed, Inc.
Accepted 2022-01-05 00:00:00 ET · period of report 2021-12-03 · accession 0001209191-22-001658 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMA | 2022-01-05 | 2021-12-03 | BZFD | AMBLE JOAN LORDI | Dir | M - OptEx | $0.00 | +3,985 | 3,985 | New | $0 |
| DMA | 2022-01-05 | 2021-12-03 | BZFD | AMBLE JOAN LORDI | Dir | A - Grant | — | +55.1K | 18.9K | New | — |
| DMA | 2022-01-05 | 2021-12-03 | BZFD | AMBLE JOAN LORDI | Dir | M - OptEx | $0.00 | -3,985 | 2,839 | -58% | $0 |
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 | M | A | 1,689 | $0.00 | 1,689 | D | — | — | |
| 2 | Common | Class A Common Stock | 2021-12-03 | M | A | 1,351 | $0.00 | 3,040 | D | — | — | |
| 3 | Common | Class A Common Stock | 2021-12-03 | M | A | 945 | $0.00 | 3,985 | D | — | — | |
| 4 | Derivative | Restricted Stock Units | 2021-12-03 | A | A | 27,031 | — | 27,031 | D | — · — to — | 27,031 Class A Common Stock | (F2) 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. (F1) 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. (F3) 1/16 of this award vests on the transaction date. The remainder vests as to 1/16 of the total award on the 15th of each February, May, August, and November thereafter. (F4) These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date. |
| 5 | Derivative | Restricted Stock Units | 2021-12-03 | M | D | 1,689 | $0.00 | 25,342 | D | — · — to — | 1,689 Class A Common Stock | (F1) 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. (F5) Represents the vesting of 1/16 of the restricted stock units granted to the reporting person on the transaction date. The remainder of the award vests as to 1/16 of the total award on the 15th of each February, May, August, and November thereafter. (F4) These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date. |
| 6 | Derivative | Restricted Stock Units | 2021-12-03 | A | A | 5,406 | — | 5,406 | D | — · — to — | 5,406 Class A Common Stock | (F2) 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. (F1) 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) 1/4 of this award vests on the transaction date. The remainder vests as to 1/4 of the total award on the 18th of February, May, and August, 2022. (F4) These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date. |
| 7 | Derivative | Restricted Stock Units | 2021-12-03 | M | D | 1,351 | $0.00 | 4,055 | D | — · — to — | 1,351 Class A Common Stock | (F1) 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. (F7) Represents the vesting of 1/4 of the restricted stock units granted to the reporting person on the transaction date. The remainder of the award vests as to 1/4 of the total award on the 18th of February, May, and August, 2022. (F4) These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date. |
| 8 | Derivative | Restricted Stock Units | 2021-12-03 | A | A | 3,784 | — | 3,784 | D | — · — to — | 3,784 Class A Common Stock | (F2) 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. (F1) 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) 1/4 of this award vests on the transaction date. The remainder vests as to 1/4 of the total award on the 18th of February, May, and August, 2022. (F4) These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date. |
| 9 | Derivative | Restricted Stock Units | 2021-12-03 | M | D | 945 | $0.00 | 2,839 | D | — · — to — | 945 Class A Common Stock | (F1) 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. (F7) Represents the vesting of 1/4 of the restricted stock units granted to the reporting person on the transaction date. The remainder of the award vests as to 1/4 of the total award on the 18th of February, May, and August, 2022. (F4) These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date. |
| 10 | Derivative | Restricted Stock Units | 2021-12-03 | A | A | 18,922 | — | 18,922 | D | — · — to — | 18,922 Class A Common Stock | (F2) 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. (F1) 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. (F8) 100% of the award vests on the date of the issuer's 2022 annual meeting of its stockholders, provided the issuer is a publicly traded company on that date. (F4) These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date. |