Sec Form 3 Filing - Eldridge Industries, LLC @ Vivid Seats Inc. - 2021-10-18

FORM 3 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) 10/18/2021 (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 52,057,173 I See footnotes ( 1 ) ( 2 )

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 10/23/2021 10/18/2026 Class A Common Stock 11,686,457 I See footnotes ( 1 ) ( 2 ) Warrants (Rights to Acquire) ( 1 ) 11/17/2021 10/18/2031 Class A Common Stock 34,000,000 I See footnotes ( 1 ) ( 2 ) Option (Obligation to Purchase) $ 9.77 10/19/2022 10/19/2022 Class A Common Stock 2,500,000 D ( 1 ) ( 2 )

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, SUITE 200 GREENWICH, CT06830 X SECURITY BENEFIT LIFE INSURANCE CO /KS/ ONE SECURITY BENEFIT PLACE TOPEKA, KS66636 X Boehly Todd L 600 STEAMBOAT ROAD GREENWICH, CT06830 X X Signatures /s/ Eldridge Industries, LLC, By: /s/ Todd L. Boehly, Authorized Signatory 10/18/2021 Signature of Reporting Person Date /s/ Horizon Sponsor, LLC, By: Todd Boehly, Chief Executive Officer 10/18/2021 Signature of Reporting Person Date /s/ Security Benefit Life Insurance Company, By: /s/ Joseph Wittrock, Senior Vice President and Chief Investment Officer 10/18/2021 Signature of Reporting Person Date /s/ Todd L. Boehly 10/18/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )With respect to the reported securities: (i) Horizon Sponsor, LLC ("Sponsor") directly holds 15,550,000 of the reported shares of Class A common stock ("Class A Common") and all of the reported warrants to acquire shares of Class A Common, (ii) Security Benefit Life Insurance Company ("SBL") directly holds 36,507,173 of the reported shares of Class A Common and (iii) the Option is an obligation of, Eldridge Industries, LLC ("Eldridge LLC"). ( 2 )The Sponsor and SBL are each indirectly controlled by Eldridge LLC. Todd L. Boehly is the indirect controlling member of Eldridge 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.

Remarks: Exhibit 24 - Power of Attorney

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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

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