Sec Form 4 Filing - Nguyen Phuong Dao @ BuzzFeed, Inc. - 2021-12-03

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Nguyen Phuong Dao
2. Issuer Name and Ticker or Trading Symbol
BuzzFeed, Inc. [ BZFD]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Publisher
(Last) (First) (Middle)
C/O BUZZFEED, INC., 111 EAST 18TH STREET, 13TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
12/03/2021
(Street)
NEW YORK, NY10003
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $ 1.05 12/03/2021 A( 1 ) 36,720 ( 2 ) 09/25/2023 Class A Common Stock 36,720 ( 1 ) 36,720 D
Stock Option (Right to Buy) $ 5.31 12/03/2021 A( 1 ) 45,900 ( 2 ) 08/06/2024 Class A Common Stock 45,900 ( 1 ) 45,900 D
Stock Option (Right to Buy) $ 7.48 12/03/2021 A( 1 ) 183,600 ( 2 ) 11/12/2024 Class A Common Stock 183,600 ( 1 ) 183,600 D
Stock Option (Right to Buy) $ 8.76 12/03/2021 A( 1 ) 37,396 ( 2 ) 10/20/2025 Class A Common Stock 37,396 ( 1 ) 37,396 D
Stock Option (Right to Buy) $ 8.76 12/03/2021 A( 1 ) 54,403 ( 2 ) 10/20/2025 Class A Common Stock 54,403 ( 1 ) 54,403 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Nguyen Phuong Dao
C/O BUZZFEED, INC.
111 EAST 18TH STREET, 13TH FLOOR
NEW YORK, NY10003
Publisher
Signatures
/s/ Rhonda Powell, as Attorney-in-Fact for Phuong Dao Nguyen 12/07/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents stock options 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 stock options previously awarded by Original BuzzFeed for shares of its Class A Common Stock were exchanged for substitute option awards, of an equivalent economic value, which vest and become exercisable for shares of the issuer's Class A Common Stock.
( 2 )This award vests in full on the transaction date.

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