Groupon, Inc. — Director's Dealing 2025

Aug 1, 2025

SEC Form 4/A — Form 4/A

Issuer: Groupon, Inc. (GRPN)
CIK: 0001490281
Period of Report: 2025-05-12

Reporting Person: Ponrt Jiri (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-05-12	Common Stock	M	40968	—	Acquired	157368	Direct
2025-05-12	Common Stock	F	15461	$26.04	Disposed	141907	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-05-12	Performance Share Units	$	M	40968	Disposed		Common Stock (40968)	Direct
2025-05-12	Performance Share Units	$	M	2157	Disposed		Common Stock (2157)	Direct

Footnotes

F1: On May 12, 2025, the compensation committee of the board of directors of the Issuer determined that the performance criteria had been met, resulting in the vesting of these shares. The performance share units reported on this line were credited due to a performance metric related to the achievement of a preestablished stock price hurdle for the one-year performance period ending May 2, 2025.

F2: Shares withheld by the issuer to satisfy the mandatory tax withholding requirement upon vesting of restricted stock units. This is not an open market sale of securities.

F3: Each performance share unit represents a contingent right to receive one share of Common Stock.

F4: Reflects forfeiture of 2,157 PSUs originally granted May 1, 2024, due to the 5% reduction under the vesting-modifier performance metric.