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).

1. Name and Address of Reporting Person^*

Tencent Holdings Ltd

(Last)

(First)

(Middle)

LEVEL 29, THREE PACIFIC PLACE

1 QUEEN'S ROAD EAST

(Street)

WANCHAI

(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)

Director	X	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)

	Form filed by One Reporting Person
X	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								50,425	I	See footnotes⁽⁵⁾
Class A Common Stock	03/25/2024		C		3,200,000	A	⁽³⁾	3,200,000	I	See footnotes⁽¹⁾
Class A Common Stock	03/25/2024		C		1,076,997	A	⁽⁴⁾	4,276,997	I	See footnotes⁽¹⁾

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 D Preferred Stock	⁽²⁾	03/25/2024		C			7,984,891	⁽²⁾	⁽²⁾	Class B Common Stock	7,984,891	⁽²⁾	0	I	See footnotes⁽¹⁾
Series D-1 Preferred Stock	⁽²⁾	03/25/2024		C			3,543,124	⁽²⁾	⁽²⁾	Class B Common Stock	3,543,124	⁽²⁾	0	I	See footnotes⁽¹⁾
Series E Preferred Stock	⁽²⁾	03/25/2024		C			2,354,370	⁽²⁾	⁽²⁾	Class B Common Stock	2,354,370	⁽²⁾	0	I	See footnotes⁽¹⁾
Series F-1 Preferred Stock	⁽⁴⁾	03/25/2024		C			1,076,997	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	1,076,997	⁽⁴⁾	0	I	See footnotes⁽¹⁾
Class B Common Stock	⁽⁶⁾							⁽⁶⁾	⁽⁶⁾	Class A Common Stock	437,987		437,987	I	See footnotes⁽⁶⁾
Class B Common Stock	⁽²⁾	03/25/2024		C		7,984,891		⁽²⁾	⁽²⁾	Class A Common Stock	7,984,891	⁽²⁾	7,984,891	I	See footnotes⁽¹⁾
Class B Common Stock	⁽³⁾	03/25/2024		C			3,200,000	⁽³⁾	⁽³⁾	Class A Common Stock	3,200,000	⁽³⁾	4,784,891	I	See footnotes⁽¹⁾
Class B Common Stock	⁽²⁾	03/25/2024		C		3,543,124		⁽²⁾	⁽²⁾	Class A Common Stock	3,543,124	⁽²⁾	8,328,015	I	See footnotes⁽¹⁾
Class B Common Stock	⁽²⁾	03/25/2024		C		2,354,370		⁽²⁾	⁽²⁾	Class A Common Stock	2,354,370	⁽²⁾	10,682,385	I	See footnotes⁽¹⁾

1. Name and Address of Reporting Person^*

Tencent Holdings Ltd

(Last)

(First)

(Middle)

LEVEL 29, THREE PACIFIC PLACE

1 QUEEN'S ROAD EAST

(Street)

WANCHAI

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Tencent Cloud Europe B.V.

(Last)

(First)

(Middle)

LEVEL 29, THREE PACIFIC PLACE

1 QUEEN'S ROAD EAST

(Street)

WANCHAI

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Held of record by Tencent Cloud Europe B.V., a wholly-owned subsidiary of Tencent Holdings Limited ("Tencent").

2. The Series D-1 Preferred Stock, par value of $0.0001 per share, Series E Preferred Stock, par value of $0.0001 per share, and Series D Preferred Stock, par value of $0.0001 per share, automatically converted into shares of Class B Common Stock, par value of $0.0001, on a one-for-one basis at the closing of the Issuer's initial public offering and had no expiration date. Class B Common Stock is convertible at any time, at the holder's election, or automatically in accordance with the governing documents of the Issuer, into Class A Common Stock, par value of $0.0001 per share, on a one-for-one basis and has no expiration date.

3. Upon conversion of 3,200,000 of the 7,984,891 shares of the Series D Preferred Stock that automatically converted into shares of Class B Common Stock on a one-for-one basis at the closing of the Issuer's initial public offering and had no expiration date, pursuant to the terms of a certain capital stock conversion election, the resulting 3,200,000 shares of the Class B Common Stock were voluntarily converted into Class A Common Stock on a one-for-one basis and had no expiration date.

4. The Series F-1 Preferred Stock, par value of $0.0001 per share, automatically converted into Class A Common Stock on a one-for-one basis at the closing of the Issuer's initial public offering and had no expiration date.

5. Held of record by Jojoba Investment Limited, a wholly-owned subsidiary of Tencent.

6. Held of record by Jojoba Investment Limited, a wholly-owned subsidiary of Tencent. Class B Common Stock is convertible at any time, at the holder's election, or automatically in accordance with the governing documents of the Issuer, into Class A Common Stock on a one-for-one basis and has no expiration date.

	Tencent Holdings Limited By: /s/ Ma Huateng, Director	03/18/2024
	Tencent Cloud Europe B.V. By: /s/ Constant Pieter van der Merwe, Director	03/18/2024
	** Signature of Reporting Person	Date
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