SEC FORM 3

SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

BX Buzz ML-1 Holdco L.P.

(Last)

(First)

(Middle)

C/O THE BLACKSTONE GROUP INC.

345 PARK AVENUE

(Street)

NEW YORK

10154

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/25/2021

3. Issuer Name and Ticker or Trading Symbol
Bumble Inc. [ BMBL ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	2,382,443	I	See Footnotes⁽¹⁾⁽²⁾⁽⁹⁾⁽¹⁰⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
Class A Common Stock	32,781,134	I	See Footnotes⁽¹⁾⁽³⁾⁽⁹⁾⁽¹⁰⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
Class A Common Stock	5,321,739	I	See Footnotes⁽¹⁾⁽⁴⁾⁽⁹⁾⁽¹⁰⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
Class A Common Stock	14,200,609	I	See Footnotes⁽¹⁾⁽⁵⁾⁽¹⁰⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
Class A Common Stock	23,258	I	See Footnotes⁽¹⁾⁽⁶⁾⁽⁹⁾⁽¹⁰⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
Class B Common Stock	1	I	See Footnotes⁽¹⁾⁽⁶⁾⁽⁹⁾⁽¹⁰⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
Class B Common Stock	1	I	See Footnotes⁽¹⁾⁽⁷⁾⁽⁹⁾⁽¹⁰⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
Class B Common Stock	1	I	See Footnotes⁽¹⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Units of Buzz Holdings L.P.	⁽¹¹⁾	⁽¹¹⁾	Class A Common Stock	43,054,866	⁽¹¹⁾	I	See Footnotes⁽¹⁾⁽⁶⁾⁽⁹⁾⁽¹⁰⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
Common Units of Buzz Holdings L.P.	⁽¹¹⁾	⁽¹¹⁾	Class A Common Stock	388,538	⁽¹¹⁾	I	See Footnotes⁽¹⁾⁽⁷⁾⁽⁹⁾⁽¹⁰⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
Common Units of Buzz Holdings L.P.	⁽¹¹⁾	⁽¹¹⁾	Class A Common Stock	84,848	⁽¹¹⁾	I	See Footnotes⁽¹⁾⁽⁸⁾⁽⁹⁾⁽¹⁰⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾

1. Name and Address of Reporting Person^*

BX Buzz ML-1 Holdco L.P.

(Last)

(First)

(Middle)

C/O THE BLACKSTONE GROUP INC.

345 PARK AVENUE

(Street)

NEW YORK

10154

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BX Buzz ML-2 Holdco L.P.

(Last)

(First)

(Middle)

C/O THE BLACKSTONE GROUP INC.

345 PARK AVENUE

(Street)

NEW YORK

10154

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BX Buzz ML-3 Holdco L.P.

(Last)

(First)

(Middle)

C/O THE BLACKSTONE GROUP INC.

345 PARK AVENUE

(Street)

NEW YORK

10154

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BX Buzz ML-4 Holdco L.P.

(Last)

(First)

(Middle)

C/O THE BLACKSTONE GROUP INC.

345 PARK AVENUE

(Street)

NEW YORK

10154

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BX Buzz ML-5 Holdco L.P.

(Last)

(First)

(Middle)

C/O THE BLACKSTONE GROUP INC.

345 PARK AVENUE

(Street)

NEW YORK

10154

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BX Buzz ML-6 Holdco L.P.

(Last)

(First)

(Middle)

C/O THE BLACKSTONE GROUP INC.

345 PARK AVENUE

(Street)

NEW YORK

10154

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BX Buzz ML-7 Holdco L.P.

(Last)

(First)

(Middle)

C/O THE BLACKSTONE GROUP INC.

345 PARK AVENUE

(Street)

NEW YORK

10154

(City)

(State)

(Zip)

Explanation of Responses:

1. On June 25, 2021, each of BXG Buzz Holdings L.P., BCP Buzz Holdings L.P., BSOF Buzz Aggregator LLC, BTO Buzz Holdings II L.P., Blackstone Buzz Holdings L.P., Blackstone Tactical Opportunities Fund - FD L.P. and Blackstone Family Investment Partnership Growth - ESC L.P. contributed all the shares of Issuer Class A Common Stock (the "Class A Common Stock"), Issuer Class B common stock ("Class B Common Stock") and common units of Buzz Holdings L.P. ("Common Units") previously held directly by it to its wholly-owned subsidiaries described herein. No securities of the Issuer were purchased, sold or otherwise transferred in connection with the contributions described herein.

2. Reflects securities directly held by BX Buzz ML-1 Holdco L.P. The general partner of BX Buzz ML-1 Holdco L.P. is BX Buzz ML-1 GP LLC. BXG Buzz Holdings L.P. is the sole limited partner of BX Buzz ML-1 Holdco L.P. and the sole member of BX Buzz ML-1 GP LLC. BXG Holdings Manager L.L.C. is the general partner of BXG Buzz Holdings L.P. Blackstone Growth Associates L.P. is the managing member of BXG Holdings Manager L.L.C. BXGA L.L.C. is the general partner of Blackstone Growth Associates L.P.

3. Reflects securities directly held by BX Buzz ML-2 Holdco L.P. The general partner of BX Buzz ML-2 Holdco L.P. is BX Buzz ML-2 GP LLC. BCP Buzz Holdings L.P. is the sole limited partner of BX Buzz ML-2 Holdco L.P. and the sole member of BX Buzz ML-2 GP LLC. BCP VII Holdings Manager - NQ L.L.C. is the general partner of BCP Buzz Holdings L.P. Blackstone Management Associates VII NQ L.L.C. is the managing member of BCP VII Holdings Manager - NQ L.L.C. BMA VII NQ L.L.C. is the managing member of Blackstone Management Associates VII NQ L.L.C.

4. Reflects securities directly held by BX Buzz ML-3 Holdco L.P. The general partner of BX Buzz ML-3 Holdco L.P. is BX Buzz ML-3 GP LLC. BSOF Buzz Aggregator L.L.C. is the sole limited partner of BX Buzz ML-3 Holdco L.P. and the sole member of BX Buzz ML-3 GP LLC. Blackstone Strategic Opportunity Associates L.L.C. is the managing member of BSOF Buzz Aggregator L.L.C. Blackstone Holdings II L.P. is the sole member of Blackstone Strategic Opportunity Associates L.L.C.

5. Reflects securities directly held by BX Buzz ML-4 Holdco L.P. The general partner of BX Buzz ML-4 Holdco L.P. is BX Buzz ML-4 GP LLC. BTO Buzz Holdings II L.P. is the sole limited partner of BX Buzz ML-4 Holdco L.P. and the sole member of BX Buzz ML-4 GP LLC. BTO Holdings Manager L.L.C. is the general partner of BTO Buzz Holdings II L.P. Blackstone Tactical Opportunities Associates L.L.C. is the managing member of BTO Holdings Manager L.L.C. BTOA L.L.C. is the managing member of Blackstone Tactical Opportunities Associates L.L.C. Blackstone Holdings III L.P. is the managing member of BTOA L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

6. Reflects securities directly held by BX Buzz ML-5 Holdco L.P. The general partner of BX Buzz ML-5 Holdco L.P. is BX Buzz ML-5 GP LLC. Blackstone Buzz Holdings L.P. is the sole limited partner of BX Buzz ML-5 Holdco L.P. and the sole member of BX Buzz ML-5 GP LLC. BTO Holdings Manager-NQ L.L.C. is the general partner of Blackstone Buzz Holdings L.P. Blackstone Tactical Opportunities Associates-NQ L.L.C. is the managing member of BTO Holdings Manager-NQ L.L.C. BTOA-NQ L.L.C. is the sole member of Blackstone Tactical Opportunities Associates-NQ L.L.C.

7. Reflects securities directly held by BX Buzz ML-6 Holdco L.P. The general partner of BX Buzz ML-6 Holdco L.P. is BX Buzz ML-6 GP LLC. Blackstone Tactical Opportunities Fund - FD L.P. is the sole limited partner of BX Buzz ML-6 Holdco L.P. and the sole member of BX Buzz ML-6 GP LLC. Blackstone Tactical Opportunities Associates III - NQ L.P. is the general partner of Blackstone Tactical Opportunities Fund - FD L.P. BTO DE GP - NQ L.L.C. is the general partner of Blackstone Tactical Opportunities Associates III - NQ L.P.

8. Reflects securities directly held by BX Buzz ML-7 Holdco L.P. The general partner of BX Buzz ML-7 Holdco L.P. is BX Buzz ML-7 GP LLC. Blackstone Family Investment Partnership-Growth ESC L.P. is the sole limited partner of BX Buzz ML-7 Holdco L.P. and the sole member of BX Buzz ML-7 GP LLC. BXG Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership-Growth ESC L.P.

9. Blackstone Holdings II L.P. is the managing member of each of BTOA-NQ L.L.C., BTO DE GP-NQ L.L.C., BXGA L.L.C., and BMA VII NQ L.L.C., and the sole member of each of BXG Side-by-Side GP L.L.C. and Blackstone Strategic Opportunity Associates L.L.C. Blackstone Holdings I/II GP L.L.C. is the general partner of Blackstone Holdings II L.P.

10. The Blackstone Group Inc. is the sole member of each of Blackstone Holdings I/II GP L.L.C. and Blackstone Holdings III GP Management L.L.C. The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

11. Pursuant to the terms of an exchange agreement, dated as of February 10, 2021, Common Units held by the Reporting Persons are exchangeable for shares of Class A Common Stock on a one-for-one basis. These exchange rights do not expire.

12. Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 3.

13. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

14. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Remarks:

	BX BUZZ ML-1 HOLDCO L.P., By: BX Buzz ML-1 GP LLC, By: /s/ Robert Brooks, Name: Robert Brooks, Title: Vice President	07/06/2021
	BX BUZZ ML-2 HOLDCO L.P., By: BX Buzz ML-2 GP LLC, By: /s/ Robert Brooks, Name: Robert Brooks, Title: Vice President	07/06/2021
	BX BUZZ ML-3 HOLDCO L.P., By: BX Buzz ML-3 GP LLC, By: /s/ Robert Brooks, Name: Robert Brooks, Title: Vice President	07/06/2021
	BX BUZZ ML-4 HOLDCO L.P., By: BX Buzz ML-4 GP LLC, By: /s/ Robert Brooks, Name: Robert Brooks, Title: Vice President	07/06/2021
	BX BUZZ ML-5 HOLDCO L.P., By: BX Buzz ML-5 GP LLC, By: /s/ Robert Brooks, Name: Robert Brooks, Title: Vice President	07/06/2021
	BX BUZZ ML-6 HOLDCO L.P., By: BX Buzz ML-6 GP LLC, By: /s/ Robert Brooks, Name: Robert Brooks, Title: Vice President	07/06/2021
	BX BUZZ ML-7 HOLDCO L.P., By: BX Buzz ML-7 GP LLC, By: /s/ Robert Brooks, Name: Robert Brooks, Title: Vice President	07/06/2021
	** Signature of Reporting Person	Date
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