Sec Form 3 Filing - Johnson John S. III @ BuzzFeed, Inc. - 2021-12-03

FORM 3 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 Johnson John S. III 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 _____ Officer (give title below) X __ Other (specify below) Member of 10% Group (Last) (First) (Middle) C/O CRM MANAGEMENT, PO BOX 778 3. Date of Earliest Transaction (MM/DD/YY) 12/03/2021 (Street) NEW YORK, NY10013 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 Class B Common Stock ( 2 ) ( 1 ) ( 1 ) Class A Common Stock 31,461 D Class B Common Stock ( 2 ) ( 1 ) ( 1 ) Class A Common Stock 5,550,953 I By Johnson BF, LLC( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Johnson John S. III C/O CRM MANAGEMENT PO BOX 778 NEW YORK, NY10013 Member of 10% Group Johnson BF, LLC C/O CRM MANAGEMENT PO BOX 778 NEW YORK, NY10013 Member of 10% Group Signatures /s/ John S. Johnson, III 12/10/2021 Signature of Reporting Person Date /s/ John S. Johnson, III, Sole Member 12/10/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each share of Class B Common Stock is convertible into one share of Class A Common Stock of the issuer at the election of the holder any time; provided; however, that each share of Class B Common Stock shall automatically be converted into Class A Common Stock on a one for one basis on the earlier of: (i) the date of death of Jonah Peretti or (ii) the date specified by the affirmative vote of the holders of a majority of the Class B Common Stock then outstanding. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value (subject to certain exceptions). ( 2 )Represents shares of Class B Common Stock 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 shares of the stock of Original BuzzFeed were exchanged for shares of Class B Common Stock of the issuer based on an exchange ratio of 0.306 to 1. The aggregate number of shares of Class B Common Stock reflected in Table II of this Form represents the total number of shares of the issuer's Class B Common Stock received by the reporting person after giving effect to the aforementioned share exchanges. ( 3 )These shares are directly held by Johnson BF, LLC, of which John S. Johnson, III is the sole member.

Remarks: John S. Johnson, III and Johnson BF, LLC (collectively, the "Johnson Parties") may be deemed to be members of a "group," within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 with: (i) Jonah Peretti and Jonah Peretti, LLC (together, "Peretti") and/or (ii) 200 Park Avenue Partners, LLC and certain of its controlled entities (together with Peretti, the "Other Parties"). The Johnson Parties do not have any pecuniary interest in any shares beneficially owned by any of the Other Parties, and the Johnson Parties disclaim beneficial ownership of such shares.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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