SEC FORM 4

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

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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^*

Newhouse Steven O

(Last)

(First)

(Middle)

C/O REDDIT, INC

303 2ND STREET, SOUTH TOWER, 5TH FLOOR

(Street)

SAN FRANCISCO

94107

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Reddit, Inc. [ RDDT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/25/2024

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

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

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

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, par value $0.0001 per share	03/25/2024		C		16,182	A	⁽¹⁾	16,182	I	Indirect interest in a corporation⁽²⁾⁽³⁾

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)
Series A preferred stock	⁽¹⁾	03/25/2024		C			7,500,000	⁽¹⁾	⁽¹⁾	Class B common stock	7,500,000	⁽¹⁾	0	I	Indirect interest in a corporation⁽²⁾⁽³⁾
Series E preferred stock	⁽¹⁾	03/25/2024		C			588,592	⁽¹⁾	⁽¹⁾	Class B common stock	588,592	⁽¹⁾	0	I	Indirect interest in a corporation⁽²⁾⁽³⁾
Series F-1 preferred stock	⁽¹⁾	03/25/2024		C			16,182	⁽¹⁾	⁽¹⁾	Class A common stock	16,182	⁽¹⁾	0	I	Indirect interest in a corporation⁽²⁾⁽³⁾
Class B Common Stock	⁽¹⁾⁽⁴⁾	03/25/2024		C		8,088,592		⁽⁴⁾	⁽⁴⁾	Class A common stock	8,088,592	⁽¹⁾⁽⁴⁾	42,191,092	I	Indirect interest in a corporation⁽²⁾⁽³⁾

Explanation of Responses:

1. Each share of preferred stock, other than any share of Series F-1 preferred stock, converted on a one-for-one basis into Class B common stock in accordance with Reddit, Inc.'s (the "Company") amended and restated certificate incorporation immediately upon the completion of the initial public offering of the Company. Each share of Series F-1 preferred stock converted on a one-for-one basis into Class A common stock in accordance with the Company's amended and restated certificate incorporation immediately upon the completion of the initial public offering of the Company.

2. Advance Magazine Publishers Inc., a New York corporation ("AMPI"), owns the securities of the Company set forth on this report. Mr. Newhouse, by virtue of his affiliations with Advance Publications, Inc. a New York corporation ("API"), and certain holders of equity in API, may be deemed to beneficially own the securities of the Company owned directly by AMPI. API is the indirect parent company of AMPI.

3. Mr. Newhouse disclaims beneficial ownership of the securities owned by AMPI, and this report shall not be deemed an admission that Mr. Newhouse is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.

4. The Class B common stock is convertible into an equal number of shares of Class A common stock at any time, at the holder's election. 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, except for certain permitted transfers set forth in the amended and restated certificate of incorporation of the Company, or upon the first date the aggregate number of then-outstanding shares of Class B common stock ceases to represent at least 7.5% of the aggregate number of then-outstanding shares of the Company's Class A and Class B common stock.

	/s/ Steven O. Newhouse	03/27/2024
	** Signature of Reporting Person	Date
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