Sec Form 13D Filing - COMCAST CORP (CMCSA) filing for BuzzFeed Inc. (BZFD) - 2023-02-01

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934

 

(Amendment No. 1)*

 

BUZZFEED, INC.

(Name of Issuer)

Class A Common Stock, par value $0.0001

(Title of Class of Securities)

12430A102

(CUSIP Number)

Thomas J. Reid Chief Legal Officer and Secretary Comcast Corporation One Comcast Center Philadelphia, Pennsylvania 19103-2838 (215) 286-1700

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

January 30, 2023

(Date of Event which Requires Filing of this Statement)

  

 

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If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. o

 

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

CUSIP No.   12430A102

1.	NAMES OF REPORTING PERSONS Comcast Corporation
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) ☐
		(b) ☒
3.	SEC USE ONLY
4.	SOURCE OF FUNDS OO (See Item 3)
5.	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) ☐
6.	CITIZENSHIP OR PLACE OF ORGANIZATION Pennsylvania

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7.	SOLE VOTING POWER    0
	8.	SHARED VOTING POWER    25,153,615 (See Item 5)
	9.	SOLE DISPOSITIVE POWER    0
	10.	SHARED DISPOSITIVE POWER    25,153,615 (See Item 5)

11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 25,153,615 (See Item 5)
12.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 19.97% (See Item 5)
14.	TYPE OF REPORTING PERSON CO

 

 

CUSIP No.   12430A102

1.	NAMES OF REPORTING PERSONS NBCUniversal, LLC
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) ☐
		(b) ☒
3.	SEC USE ONLY
4.	SOURCE OF FUNDS OO (See Item 3)
5.	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) ☐
6.	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7.	SOLE VOTING POWER    0
	8.	SHARED VOTING POWER    25,153,615 (See Item 5)
	9.	SOLE DISPOSITIVE POWER    0
	10.	SHARED DISPOSITIVE POWER    25,153,615 (See Item 5)

11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 25,153,615 (See Item 5)
12.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 19.97% (See Item 5)
14.	TYPE OF REPORTING PERSON OO

 

 

CUSIP No.   12430A102

1.	NAMES OF REPORTING PERSONS NBCUniversal Media, LLC
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP	(a) ☐
		(b) ☒
3.	SEC USE ONLY
4.	SOURCE OF FUNDS OO (See Item 3)
5.	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) ☐
6.	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7.	SOLE VOTING POWER    0
	8.	SHARED VOTING POWER    25,153,615 (See Item 5)
	9.	SOLE DISPOSITIVE POWER    0
	10.	SHARED DISPOSITIVE POWER    25,153,615 (See Item 5)

11.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 25,153,615 (See Item 5)
12.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
13.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 19.97% (See Item 5)
14.	TYPE OF REPORTING PERSON OO

 

 

Amendment No. 1 to Schedule 13D

 

The following constitutes Amendment No. 1 (“Amendment No. 1”) to the Schedule 13D filed with the Securities and Exchange Commission by Comcast Corporation, NBCUniversal, LLC and NBCUniversal Media, LLC (collectively, the “Reporting Persons”) on December 13, 2021 (“Schedule 13D”). This Amendment No. 1 amends, supplements and restates the Schedule 13D as specifically set forth herein. This Amendment No. 1 does not restate disclosures in the Schedule 13D that are not being amended and should be read in conjunction with the Schedule 13D.  All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable.

 

This Amendment No. 1 relates to the Class A Common Stock, par value $0.0001 per share (“Class A Common Stock”) of BuzzFeed, Inc., a Delaware corporation (the “Issuer”). During the period between January 30, 2023 and February 1, 2023, the Reporting Persons sold 5,726,385 shares of Class A Common Stock in the open market. This Amendment is filed to reflect the reduction of the outstanding ownership held by the Reporting Persons.

 

Item 2. Identity and Background.

 

Item 2 is hereby amended and restated to update the name, residence or business address, present principal occupation or employment and citizenship of each director and executive officer of the Reporting Persons as set forth on Schedule A to this Amendment No. 1. None of the Reporting Persons, nor, to the best knowledge of the Reporting Persons, any person named in Schedule A to this Amendment No. 1 has, during the last five years, been convicted of a criminal proceeding (excluding traffic violations or similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction resulting in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

 

Item 4. Purpose of Transaction.

 

Item 4 of the Schedule 13D is hereby amended and supplemented as follows:

 

The Reporting Persons expect to sell additional shares of the Class A Common Stock now held from time-to-time depending on market conditions; however, there is no assurance that the Reporting Persons will actually sell any or all of their shares of the Class A Common Stock. Such sales may be in the open market, in privately negotiated transactions, or otherwise. Other than as described, the Reporting Persons do not currently have any plans or proposals that relate to, or would result in, any of the matters listed in Items 4(a)–(j) of Schedule 13D, although, depending on the factors discussed herein, the Reporting Persons may change their purpose or formulate different plans or proposals with respect thereto at any time.

 

Item 5. Interest in Securities of the Issuer.

 

Item 5(a)-(b) is hereby amended and restated as follows:

 

(a)

The responses of the Reporting Persons to Rows (11) through (13) of the cover pages of this Schedule are incorporated herein by reference. As of February 1, 2023, the Reporting Persons shared beneficial ownership of an aggregate of 25,153,615 shares of Class A Common Stock of the Issuer, which is equal to approximately 19.97% of the outstanding shares of Class A Common Stock of the Issuer, based on 125,981,696 shares of Class A Common Stock of the Issuer that were outstanding as of November 10, 2022, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2022 (the “Issuer’s Most Recent Quarterly Report”). However, the Reporting Persons’ 25,153,615 shares of Class A Common Stock represent less than 6% of the total voting power of all outstanding shares of the Issuer’s Class A Common Stock, Class B Common Stock and Class C Common Stock on a combined basis, as of November 10, 2022, based on information disclosed in the Issuer’s Most Recent Quarterly Report.

 

Except as disclosed in this Item 5(a), none of the Reporting Persons nor, to the best of their knowledge, any of their directors or executive officers, beneficially owns any shares of Class A Common Stock of the Issuer.

 

(b)

The response of the Reporting Persons to (i) Rows (7) through (10) of the cover pages of this Schedule and (ii) Item 5(a) hereof are incorporated herein by reference.

 

Except as disclosed in this Item 5(b), none of the Reporting Persons, nor to the best of their knowledge, any of their directors or executive officers, presently has the power to vote or direct the vote or to dispose or direct the disposition of any of the shares of Class A Common Stock of the Issuer which they may be deemed to beneficially own.

 

(c)

Except as described in Item 3 of this Schedule, which is incorporated herein by reference, none of the Reporting Persons, nor, to the best of their knowledge, any of their directors or executive officers, has effected any transaction in the shares of Class A Common Stock of the Issuer during the past 60 days.

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date: February 1, 2023

 

	COMCAST CORPORATION
	By:	/s/ Elizabeth Wideman
		Name: Elizabeth Wideman
		Title:   Senior Vice President, Senior Deputy General Counsel and Assistant Secretary

 

 

	NBCUNIVERSAL, LLC
	By:	/s/ Elizabeth Wideman
		Name: Elizabeth Wideman
		Title:   Senior Vice President and Assistant Secretary

 

 

	NBCUNIVERSAL MEDIA, LLC
	By:	/s/ Elizabeth Wideman
		Name: Elizabeth Wideman
		Title:   Senior Vice President and Assistant Secretary

 

 

 

SCHEDULE A

 

DIRECTORS AND EXECUTIVE OFFICERS OF THE REPORTING PERSONS⁽¹⁾

 

The name, business address, title, present principal occupation or employment of each of the directors and executive officers of Comcast Corporation (“Comcast”) are set forth below. If no business address is given, the director’s or officer’s business address is One Comcast Center, Philadelphia, Pennsylvania 19103-2838. Unless otherwise indicated, each occupation set forth opposite an individual’s name refers to Comcast.⁽²⁾ All of the persons listed below are citizens of the United States of America.

 

Name and Business Address	Present Principal Occupation (Name and Principal Business of Employer)
Directors
Kenneth J. Bacon	Partner at RailField Partners, a financial advisory and asset management firm
Madeline S. Bell	President and Chief Executive Officer of The Children’s Hospital of Philadelphia, a top-ranked children’s hospital
Edward D. Breen	Chief Executive Officer and Executive Chairman of DuPont de Nemours, Inc., a provider of technology-based materials and solutions
Gerald L. Hassell	Former Chief Executive Officer of The Bank of New York Mellon, a financial services corporation
Jeffrey A. Honickman	Chief Executive Officer of Pepsi-Cola and National Brand Beverages, Ltd., a bottling and distribution company
Maritza G. Montiel	Former Deputy Chief Executive Officer and Vice Chairman of Deloitte LLP, a multinational accounting and professional services firm
Asuka Nakahara	Partner at Triton Atlantic Partners, a real estate advisory firm and investment vehicle
David C. Novak	Founder of David Novak Leadership, Inc., which provides online leadership training
Brian L. Roberts	Chairman and Chief Executive Officer

 

Executive Officers
Jason S. Armstrong	Chief Financial Officer and Treasurer; Director, NBCUniversal, LLC
Michael J. Cavanagh	President
Jennifer Khoury	Chief Communications Officer
Daniel C. Murdock	Executive Vice President, Chief Accounting Officer and Controller
Thomas J. Reid	Chief Legal Officer and Secretary; Director, NBCUniversal, LLC
Brian L. Roberts	Chairman and Chief Executive Officer  Chairman, NBCUniversal, LLC

Notes:

	(1)	Certain of the individuals identified on this Schedule A may have beneficial ownership of de minimis amounts of Class A Common Stock of the Issuer held in investment accounts for which such individuals hold discretionary authority. The Reporting Persons disclaim beneficial ownership of any such shares.
	(2)	NBCUniversal Media, LLC does not have a board of directors, and is managed by NBCUniversal, LLC as its sole member. The directors of NBCUniversal, LLC are identified where noted above.