View:
Download DOC
Download PDF
Download XLS
SEC FORM 4 SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940 		 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Peretti Jonah
(Last) (First) (Middle)
C/O BUZZFEED, INC.
229 W. 43RD ST.
(Street)
NEW YORK NY 10036
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BuzzFeed, Inc. [ BZFD ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
12/04/2023
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Rule 10b5-1(c) Transaction Indication

  
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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 (1) 12/04/2023 D(2) 1,200,000(2) (1) (1) Class A Common Stock 1,200,000 (2) 5,237,416 I By Jonah Peretti, LLC(3)
Class B Common Stock (1) 12/04/2023 C(1) 1,200,000 (1) (1) Class A Common Stock 1,200,000 (1) 4,037,416 I By Jonah Peretti, LLC(3)
1. Name and Address of Reporting Person*
Peretti Jonah
(Last) (First) (Middle)
C/O BUZZFEED, INC.
229 W. 43RD ST.
(Street)
NEW YORK NY 10036
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Jonah Peretti, LLC
(Last) (First) (Middle)
C/O BUZZFEED, INC.
229 W. 43RD ST., 10TH FLOOR
(Street)
NEW YORK NY 10036
(City) (State) (Zip)
Explanation of Responses:
1. Pursuant to the Issuer's Certificate of Incorporation, each share of Class B Common Stock converts automatically into one share of Class A Common Stock upon any transfer, whether or not for value (subject to certain exceptions). 1,200,000 shares of Class B Common Stock automatically converted into 1,200,000 shares of Class A Common Stock upon transfer by the reporting person to NBCUniversal Media, LLC ("NBCU") pursuant to the disposition described in footnote 2, below.
2. Represents the disposition of 1,200,000 shares of Class B Common Stock of the issuer that were held in escrow by the reporting person to NBCU pursuant to an Amended and Restated Escrow Agreement (the "Escrow Agreement") dated as of December 3, 2021 and entered into by and among: (i) PNC Bank, National Association; (ii) NBCU; (iii) Jonah Peretti; and (iv) the reporting person. The Escrow Agreement expired on December 3, 2023.
3. These shares are owned directly by Jonah Peretti, LLC, a ten percent owner of the issuer, and indirectly by Jonah Peretti as the managing member of Jonah Peretti, LLC.
Remarks:
This report is one of two reports, each on a separate Form 3 or Form 4 (as applicable) but relating to the same holdings, which are being filed by Jonah Peretti and Jonah Peretti, LLC, respectively. Jonah Peretti and Jonah Peretti, LLC (collectively, the "Peretti Parties") may be deemed, as between each other, to be members of a "group" (within the meaning of Section 13(d)(3) ("Section 13(d)") of the Securities Exchange Act of 1934 (the "Act"). Furthermore, Peretti Parties may be deemed to be members of a "group" (within the meaning of Section 13(d)(3) of the Act) with: (i) 200 Park Avenue Partners, LLC and certain of its controlled entities (collectively, "Park Avenue") and/or (ii) John S. Johnson III and Johnson BF, LLC (together with Park Avenue, the "Other Parties"). The Peretti Parties do not have any pecuniary interest in any shares beneficially owned by any of the Other Parties, and the Peretti Parties disclaim beneficial ownership of such shares. Exhibit 24 - Power of Attorney - Jonah Peretti. Exhibit 24 - Power of Attorny - Jonah Peretti, LLC.
/s/ Heather Flores-Ricks, Attorney-in-Fact for Jonah Peretti 12/06/2023
/s/ Heather Flores-Ricks, Attorney-in-Fact for Jonah Peretti, LLC 12/06/2023
** Signature of Reporting Person Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
LIMITED POWER OF ATTORNEY

The undersigned hereby constitutes and appoints David Arroyo, Kathryn Murray,
Heather Flores-Ricks, Matthew Omer, and Uyen Tang, as long as they are
providing services to BuzzFeed, Inc., a Delaware corporation (the "Company"),
or any of them, as the undersigned's true and lawful attorney-in-fact to:

	(1)	execute for and on behalf of the undersigned, in the undersigned's
capacity as an officer and/or director of the Company, Forms 3, 4 and 5 in
accordance with Section 16(a) of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), and the rules and regulations thereunder;

	(2)	do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such Forms 3, 4
and 5 and timely file such forms with the Securities and Exchange Commission
and any stock exchange or similar authority, if required; and

	(3)	take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of
the undersigned pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions as such attorney-in-fact may approve
in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform each and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might
or could do if personally present, with full power of substitution and
revocation, hereby ratifying and confirming all that each such
attorney-in-fact, or each such attorney-in-fact's substitute or substitutes,
shall lawfully do or cause to be done by virtue of this Power of Attorney and
the rights and powers herein granted.  The undersigned acknowledges that each
of the foregoing attorneys-in-fact, in serving in such capacity at the request
of the undersigned, is not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Exchange Act.

The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to each such
attorney-in-fact.  The undersigned also agrees to indemnify and hold harmless
the Company and each such attorney-in-fact against any losses, claims, damages
or liabilities (or actions in these respects) that arise out of or are based
on any untrue statement or omission of necessary facts in the information
provided by the undersigned to such attorney-in-fact for purposes of executing,
acknowledging, delivering and filing Forms 3, 4 or 5 (including amendments
thereto) and agrees to reimburse the Company and each such attorney-in-fact for
any legal or other expenses reasonably incurred in connection with
investigating or defending against any such loss, claim, damage, liability or
action.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 5th day of December, 2023.




                                        By:   /s/ Jonah Peretti
                                        Name: Jonah Peretti

LIMITED POWER OF ATTORNEY

The undersigned hereby constitutes and appoints David Arroyo, Kathryn Murray,
Heather Flores-Ricks, and Uyen Tang, as long as they are
providing services to BuzzFeed, Inc., a Delaware corporation (the "Company"),
or any of them, as the undersigned's true and lawful attorney-in-fact to:

	(1)	execute for and on behalf of the undersigned, in the undersigned's
capacity as an officer and/or director of the Company, Forms 3, 4 and 5 in
accordance with Section 16(a) of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), and the rules and regulations thereunder;

	(2)	do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute any such Forms 3, 4
and 5 and timely file such forms with the Securities and Exchange Commission
and any stock exchange or similar authority, if required; and

	(3)	take any other action of any type whatsoever in connection with the
foregoing that, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of
the undersigned pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions as such attorney-in-fact may approve
in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform each and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might
or could do if personally present, with full power of substitution and
revocation, hereby ratifying and confirming all that each such
attorney-in-fact, or each such attorney-in-fact's substitute or substitutes,
shall lawfully do or cause to be done by virtue of this Power of Attorney and
the rights and powers herein granted.  The undersigned acknowledges that each
of the foregoing attorneys-in-fact, in serving in such capacity at the request
of the undersigned, is not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Exchange Act.

The undersigned agrees that each such attorney-in-fact may rely entirely on
information furnished orally or in writing by the undersigned to each such
attorney-in-fact.  The undersigned also agrees to indemnify and hold harmless
the Company and each such attorney-in-fact against any losses, claims, damages
or liabilities (or actions in these respects) that arise out of or are based
on any untrue statement or omission of necessary facts in the information
provided by the undersigned to such attorney-in-fact for purposes of executing,
acknowledging, delivering and filing Forms 3, 4 or 5 (including amendments
thereto) and agrees to reimburse the Company and each such attorney-in-fact for
any legal or other expenses reasonably incurred in connection with
investigating or defending against any such loss, claim, damage, liability or
action.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 1st day of November, 2023.




                                        By:   /s/ Matthew Omer
                                        Name: Matthew Omer