Groupon, Inc. — Director's Dealing 2019

Jun 17, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Groupon, Inc. (GRPN)
CIK: 0001490281
Period of Report: 2019-06-13

Reporting Person: BARRIS PETER J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-06-13	Common Stock	A	51316	$0.00	Acquired	260982	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	611225	Indirect
Common Stock	187444	Indirect

Footnotes

F1: The Reporting Person is a member of PJ Barris, LLC, which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by PJ Barris, LLC in which the Reporting Person has no pecuniary interest.

F2: The Reporting Person is the investment advisor of PDB LLC, which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities held by PDB LLC in which the Reporting Person has no pecuniary interest.

F3: 100% of the restricted stock units granted on June 13, 2019 will vest on June 13, 2020, subject to Mr. Barris' continued service as a director of the Issuer through the vesting date.