Groupon, Inc. — Director's Dealing 2018

Jun 19, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Groupon, Inc. (GRPN)
CIK: 0001490281
Period of Report: 2018-06-14

Reporting Person: LEFKOFSKY ERIC P (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-06-14	Common Stock	A	37878	—	Acquired	1570269	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	26429994	Indirect
Common Stock	19455000	Indirect
Common Stock	40000000	Indirect

Footnotes

F1: 100% of the restricted stock units granted on June 14, 2018 will vest on June 14, 2019, subject to Mr. Lefkofsky's continued service as a director of the Issuer through the vesting date.

F2: The amount of shares reported on this line includes previously reported restricted stock unit awards that are subject to Mr. Lefkofsky's continued service as a director of the Issuer through the vesting date.

F3: The shares of Common Stock reported on this line are held by Green Media, LLC, an entity owned by Eric P. Lefkofsky (50%) and Elizabeth Kramer Lefkofsky (50%). Mr. Lefkofsky shares voting and investment control with respect to the shares held by Green Media, LLC.

F4: The shares of Common Stock reported on this line are held by the Lefkofsky Family 2016 GRAT.

F5: The shares of Common Stock reported on this line are held by the Lefkofsky Family 2018 GRAT.