Sec Form 4 Filing - Eldridge Industries, LLC @ Vivid Seats Inc. - 2022-07-05

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Eldridge Industries, LLC 2. Issuer Name and Ticker or Trading Symbol Vivid Seats Inc. [ SEAT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 600 STEAMBOAT ROAD 3. Date of Earliest Transaction (MM/DD/YY) 07/05/2022 (Street) GREENWICH, CT06830 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price Class A Common Stock 07/05/2022 A 1,239,999( 1 ) A 53,297,172 I See Footnotes( 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Warrants (Rights to Acquire) $ 11.5 07/05/2022 D 5,166,666 ( 1 ) ( 1 ) Class A Common Stock 5,166,666 ( 1 ) 6,519,791 I See Footnotes( 2 )( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Eldridge Industries, LLC 600 STEAMBOAT ROAD GREENWICH, CT06830 X Horizon Sponsor, LLC 600 STEAMBOAT ROAD GREENWICH, CT06830 X Boehly Todd L 600 STEAMBOAT ROAD GREENWICH, CT06830 X X POST PORTFOLIO TRUST, LLC 600 STEAMBOAT ROAD GREENWICH, CT06830 X Signatures /s/ Eldridge Industries, LLC, By: /s/ Todd L. Boehly, Authorized Signatory 07/07/2022 Signature of Reporting Person Date /s/ Todd L. Boehly 07/07/2022 Signature of Reporting Person Date /s/ Horizon Sponsor LLC, By: Todd Boehly, Chief Executive Officer 07/07/2022 Signature of Reporting Person Date /s/ Post Portfolio Trust, LLC, By: Todd L. Boehly, Chief Executive Officer 07/07/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pursuant to the Prospectus/Offer to Exchange that is included in the Registration Statement on Form S-4, initially filed by the Issuer with the SEC on May 26, 2022, the Reporting Person tendered Warrants to acquire Class A common stock ("Class A Common") and received .24 shares of Class A Common per Warrant. ( 2 )With respect to the reported securities, Horizon Sponsor, LLC ("Sponsor") directly holds 16,789,999 of the reported shares of Class A Common and all of the reported warrants to acquire shares of Class A Common and Post Portfolio Trust, LLC ("Post Portfolio") directly holds 36,507,173 of the reported shares of Class A Common. ( 3 )Each of the Sponsor and Post Portfolio is indirectly controlled by Eldridge Industries, LLC. Todd L. Boehly is the indirect controlling member of Eldridge Industries, LLC and, in such capacity, 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 Industries may be deemed directors by deputization with respect to the Issuer.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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