BuzzFeed (BZFD) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on June 3, 2025, to elect directors, amend the equity incentive plan, and ratify the external auditor appointment.

• Shareholders of record as of April 4, 2025, are eligible to vote, with Class A shares having one vote and Class B shares having 50 votes each.

• The board recommends voting in favor of all proposals on the agenda.

Voting matters and shareholder proposals

• Proposal 1: Elect two Class I directors (Angela Acharia and Jonah Peretti) for three-year terms expiring in 2028.

• Proposal 2: Approve an amendment to the 2021 Equity Incentive Plan to add 5,000,000 shares and extend the plan's term by 10 years.

• Proposal 3: Ratify Deloitte & Touche LLP as the independent registered public accounting firm for 2025.

• Board unanimously recommends voting “FOR” all proposals.

Board of directors and corporate governance

• Board consists of five directors, majority independent; all committees are fully independent.

• Lead independent director role is established with defined responsibilities.

• Board conducts annual self-evaluations and maintains open communication with management.

• Board diversity matrix: 2 female, 3 male directors; representation includes African American, Asian, and White backgrounds.

• Nominating committee oversees board composition, director qualifications, and succession planning.