Groupon, Inc. — Director's Dealing 2024

Jan 25, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Groupon, Inc. (GRPN)
CIK: 0001490281
Period of Report: 2024-01-22

Reporting Person: Bass Robert J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-01-22	Common Stock	X	9540	$11.30	Acquired	52471	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-01-22	Subscription Rights (right to buy)	$11.30	X	9540	Acquired		Class A Common Stock (9540)	Direct

Footnotes

F1: Represents shares of Common Stock purchased by the Reporting Person following the exercise of his subscription rights pursuant to the Issuer's rights offering (the "Rights Offering"), as described in the Issuer's prospectus supplement dated November 21, 2023.

F2: Each holder of Common Stock as of November 20, 2023 (the "Record Date") received one basic subscription right for each share of Common Stock beneficially owned as of the Record Date, and each basic subscription right entitled the holder of Common Stock to purchase 0.222257 shares of Common Stock at the subscription price of $11.30 per whole share of Common Stock. The Rights Offering expired on January 17, 2024. The number of shares of Common Stock purchased by the Reporting Person was not determined until January 22, 2024.

F3: Represents subscription rights granted to the Reporting Person and exercised in the Rights Offering.