Eldridge Industries, LLC - Apr 19, 2023 Form 4 Insider Report for Vivid Seats Inc. (SEAT)

Role: 10%+ Owner
Signature: /s/ Eldridge Industries, LLC, By: /s/ Todd L. Boehly, Authorized Signatory
Stock symbol: SEAT
Transactions as of: Apr 19, 2023
Transactions value $: $24,425,000
Form type: 4
Date filed: 4/21/2023, 05:00 PM
Previous filing: Oct 6, 2022
Next filing: Feb 28, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SEAT	Class A Common Stock	Conversion of derivative security	$24.4M	+2.5M	+4.83%	$9.77	54.3M	Apr 19, 2023	See Footnotes	F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	SEAT	Options (Obligation to Purchase)	Conversion of derivative security	$0	-2.5M	-100%	$0.00^*	0	Apr 19, 2023	Class A Common Stock	2.5M	$9.77	Direct

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The reported securities are held as follows: (i) Horizon Sponsor, LLC ("Sponsor") directly holds 16,789,999 of the reported shares of Class A Common Stock ("Class A Shares"), (ii) Post Portfolio Trust, LLC ("Post Portfolio") directly holds 24,552,096 Class A Shares, (iii) SBT Investors, LLC ("SBT") directly holds 10,101,009 Class A Shares and indirectly holds 333,564 Class A Shares through EEH 2017, LLC, (iv) Todd L. Boehly directly holds 4,889 Class A Shares and (v) Parkville Portfolio Trust, LLC ("Parkville"), an indirect subsidiary of Eldridge Industries, LLC ("Eldridge") directly holds 2,500,000 Class A Shares .
F2	Each of the Sponsor, Post Portfolio and Parkville is indirectly controlled by Eldridge. Todd L. Boehly is the controlling member of SBT and indirect controlling member of Eldridge and, in such capacities, may be deemed to have voting and dispositive power over the reported securities. Each of the foregoing persons disclaims beneficial ownership except to the extent of such person's pecuniary interest therein. Solely for purposes of Section 16 of the Securities and Exchange Act of 1934, Sponsor, Post Portfolio, and Eldridge may be deemed directors by deputization with respect to the Issuer.

Content

The reported securities are held as follows: (i) Horizon Sponsor, LLC ("Sponsor") directly holds 16,789,999 of the reported shares of Class A Common Stock ("Class A Shares"), (ii) Post Portfolio Trust, LLC ("Post Portfolio") directly holds 24,552,096 Class A Shares, (iii) SBT Investors, LLC ("SBT") directly holds 10,101,009 Class A Shares and indirectly holds 333,564 Class A Shares through EEH 2017, LLC, (iv) Todd L. Boehly directly holds 4,889 Class A Shares and (v) Parkville Portfolio Trust, LLC ("Parkville"), an indirect subsidiary of Eldridge Industries, LLC ("Eldridge") directly holds 2,500,000 Class A Shares .

Each of the Sponsor, Post Portfolio and Parkville is indirectly controlled by Eldridge. Todd L. Boehly is the controlling member of SBT and indirect controlling member of Eldridge and, in such capacities, may be deemed to have voting and dispositive power over the reported securities. Each of the foregoing persons disclaims beneficial ownership except to the extent of such person's pecuniary interest therein. Solely for purposes of Section 16 of the Securities and Exchange Act of 1934, Sponsor, Post Portfolio, and Eldridge may be deemed directors by deputization with respect to the Issuer.