BuzzFeed (NASDAQ: BZFD) director Adam Rothstein’s RSUs vest and convert to Class A shares

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

BuzzFeed, Inc. director Adam Rothstein reported the vesting and settlement of restricted stock units into Class A common stock, with no open-market sales. On May 26, 2026, a total of 169,964 restricted stock units (RSUs) fully vested and were settled in shares of BuzzFeed’s common stock.

The RSUs had been granted on February 12, 2026 and each RSU represented the right to receive one share of Class A common stock, conditioned on Rothstein’s continued service. The footnotes state that the vesting was accelerated in connection with the consummation of a transaction constituting a “Corporate Transaction” under BuzzFeed’s 2021 Equity Incentive Plan, meaning the award vested earlier than originally scheduled due to this corporate event.

Two RSU tranches of 146,682 and 23,283 units were exercised and converted into Class A common shares at a stated price of $0.00 per share, reflecting non-cash equity compensation rather than a market purchase. After these exercises, Rothstein continues to hold a substantial direct equity position in BuzzFeed, with no dispositions or tax-withholding sales reported in this filing.

Insider Trade Summary

169,965 shares exercised/converted

Mixed 4 txns

Insider Rothstein Adam

Role null

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	23,283	$0.00	--
Exercise	Restricted Stock Units	146,682	$0.00	--
Exercise	Class A Common Stock	23,283	$0.00	--
Exercise	Class A Common Stock	146,682	$0.00	--

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Class A Common Stock — 1,037,835 shares (Direct, null)

Footnotes (1)

169,964 restricted stock units ("RSUs") fully vested on May 26, 2026 and were settled in shares of the issuer's common stock. Each RSU 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. The reported transaction reflects the accelerated vesting. in connection with the consummation of a transaction constituting a Corporate Transaction (as defined in the Company's 2021 Equity Incentive Plan, as amended (the "Plan")), of RSUs previously granted on February 12, 2026, pursuant to the terms of the applicable award agreement and the Plan.

Key Figures

Total RSUs vested: 169,964 RSUs First RSU tranche: 146,682 units Second RSU tranche: 23,283 units +1 more

4 metrics

Total RSUs vested 169,964 RSUs Fully vested and settled in common stock on May 26, 2026

First RSU tranche 146,682 units Restricted stock units converted to Class A common stock

Second RSU tranche 23,283 units Restricted stock units converted to Class A common stock

RSU exercise price $0.00 per share Stated transaction price for RSU conversion to shares

Key Terms

Restricted Stock Units, Corporate Transaction, 2021 Equity Incentive Plan, service provider

4 terms

Restricted Stock Units financial

"169,964 restricted stock units ("RSUs") fully vested on May 26, 2026"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Corporate Transaction financial

"accelerated vesting in connection with the consummation of a transaction constituting a Corporate Transaction"

2021 Equity Incentive Plan financial

"Corporate Transaction (as defined in the Company's 2021 Equity Incentive Plan, as amended"

service provider financial

"subject to the Reporting Person's continued status as a service provider to the Issuer"

Form 4 Insider Transactions: What Each Field Means →

05/28/2026 - 05:26 PM

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Rothstein Adam

(Last)

(First)

(Middle)

C/O BUZZFEED, INC.

50 W. 23RD STREET, 6TH FLOOR

(Street)

NEW YORK

10010

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
BuzzFeed, Inc. [ BZFD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/26/2026		M		23,283⁽¹⁾	A	$0	1,037,835	D
Class A Common Stock	05/26/2026		M		146,682⁽¹⁾	A	$0	1,184,517	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	05/26/2026		M			23,283	⁽³⁾	⁽³⁾	Class A Common Stock	23,283	$0	0	D
Restricted Stock Units	⁽²⁾	05/26/2026		M			146,682	⁽³⁾	⁽³⁾	Class A Common Stock	146,682	$0	0	D

Explanation of Responses:

1. 169,964 restricted stock units ("RSUs") fully vested on May 26, 2026 and were settled in shares of the issuer's common stock.

2. Each RSU 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.

3. The reported transaction reflects the accelerated vesting. in connection with the consummation of a transaction constituting a Corporate Transaction (as defined in the Company's 2021 Equity Incentive Plan, as amended (the "Plan")), of RSUs previously granted on February 12, 2026, pursuant to the terms of the applicable award agreement and the Plan.

Remarks:

	/s/ Heather Flores-Ricks, Attorney-in-Fact for Adam Rothstein	05/28/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Adam Rothstein report at BuzzFeed (BZFD)?

Adam Rothstein reported the vesting and settlement of restricted stock units into BuzzFeed Class A common stock, with no open-market sales. These RSUs converted into shares as equity compensation rather than cash purchases, increasing his direct shareholdings without any reported disposals.

How many BuzzFeed (BZFD) restricted stock units vested for Adam Rothstein?

A total of 169,964 restricted stock units vested for Adam Rothstein and were settled in BuzzFeed common shares. The filing shows two tranches, 146,682 and 23,283 RSUs, converting into Class A stock as part of his equity incentive compensation.

Were any BuzzFeed (BZFD) shares sold by Adam Rothstein in this Form 4?

No, the Form 4 does not report any open-market sales by Adam Rothstein. It only shows RSUs vesting and being converted into Class A common shares at a stated price of $0.00 per share, indicating non-cash equity compensation rather than share disposals.

Why did Adam Rothstein’s BuzzFeed (BZFD) RSUs vest on May 26, 2026?

The RSUs vested on May 26, 2026 due to accelerated vesting triggered by a qualifying Corporate Transaction under BuzzFeed’s 2021 Equity Incentive Plan. This corporate event caused his February 12, 2026 RSU grant to vest earlier than originally scheduled, leading to immediate share settlement.

What does each BuzzFeed (BZFD) RSU represent in Adam Rothstein’s grant?

Each restricted stock unit in Adam Rothstein’s grant represents a contingent right to receive one share of BuzzFeed Class A common stock. This right depended on his continued status as a service provider to BuzzFeed and became actual shares upon vesting and settlement on May 26, 2026.

What plan governed Adam Rothstein’s BuzzFeed (BZFD) RSU award?

Adam Rothstein’s RSU award was granted under BuzzFeed’s 2021 Equity Incentive Plan, as amended. The plan defines Corporate Transactions that can trigger accelerated vesting, which occurred here, causing his February 12, 2026 RSU grant to vest and settle into Class A common stock.