0001209191-21-069017.txt : 20211210 0001209191-21-069017.hdr.sgml : 20211210 20211210161849 ACCESSION NUMBER: 0001209191-21-069017 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211203 FILED AS OF DATE: 20211210 DATE AS OF CHANGE: 20211210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Johnson BF, LLC CENTRAL INDEX KEY: 0001896472 STATE OF INCORPORATION: WA FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39877 FILM NUMBER: 211485573 BUSINESS ADDRESS: STREET 1: C/O CRM MANAGEMENT STREET 2: PO BOX 778 CITY: NEW YORK STATE: NY ZIP: 10013 BUSINESS PHONE: (718) 986-6356 MAIL ADDRESS: STREET 1: C/O CRM MANAGEMENT STREET 2: PO BOX 778 CITY: NEW YORK STATE: NY ZIP: 10013 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Johnson John S. III CENTRAL INDEX KEY: 0001896474 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39877 FILM NUMBER: 211485574 MAIL ADDRESS: STREET 1: C/O CRM MANAGEMENT STREET 2: PO BOX 778 CITY: NEW YORK STATE: NY ZIP: 10013 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BuzzFeed, Inc. CENTRAL INDEX KEY: 0001828972 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899] IRS NUMBER: 833022075 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 111 E. 18TH STREET, 13TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 BUSINESS PHONE: 000-000-0000 MAIL ADDRESS: STREET 1: 111 E. 18TH STREET, 13TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 FORMER COMPANY: FORMER CONFORMED NAME: 890 5th Avenue Partners, Inc. DATE OF NAME CHANGE: 20201019 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-12-03 0 0001828972 BuzzFeed, Inc. BZFD 0001896474 Johnson John S. III C/O CRM MANAGEMENT PO BOX 778 NEW YORK NY 10013 0 0 0 1 Member of 10% Group 0001896472 Johnson BF, LLC C/O CRM MANAGEMENT PO BOX 778 NEW YORK NY 10013 0 0 0 1 Member of 10% Group Class B Common Stock Class A Common Stock 31461 D Class B Common Stock Class A Common Stock 5550953 I By Johnson BF, LLC 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). 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. These shares are directly held by Johnson BF, LLC, of which John S. Johnson, III is the sole member. 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. /s/ John S. Johnson, III 2021-12-10 /s/ John S. Johnson, III, Sole Member 2021-12-10