IAC Inc. — Director's Dealing 2021

May 27, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: IAC/InterActiveCorp (IAC)
CIK: 0001800227
Period of Report: 2021-05-25

Reporting Person: LEVIN JOSEPH (Director, CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-25	Common Stock, par value $0.0001	J	3088181	—	Acquired	3088181	Direct
2021-05-25	Common Stock, par value $0.0001	J	199433	—	Acquired	199433	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-25	Options to Purchase Common Stock, par value $0.0001	$13.4784	J	100000	Acquired	2024-08-01	Common Stock, par value $0.0001 (100000)	Direct
2021-05-25	Options to Purchase Common Stock, par value $0.0001	$15.7064	J	400000	Acquired	2025-06-24	Common Stock, par value $0.0001 (400000)	Direct
2021-05-25	Options to Purchase Common Stock, par value $0.0001	$8.2070	J	200000	Acquired	2026-02-10	Common Stock, par value $0.0001 (200000)	Direct
2021-05-25	Options to Purchase Common Stock, par value $0.0001	$15.4503	J	300000	Acquired	2027-02-14	Common Stock, par value $0.0001 (300000)	Direct

Footnotes

F1: Reflects shares of IAC common stock, par value $0.0001, received in respect of shares of IAC common stock, par value $0.001, in connection with a reclassification effected in connection with (and immediately preceding) the spin-off by IAC of Vimeo, Inc. (the "Spin-Off") pre-market on May 25, 2021.

F2: Includes:(i) 88,181 shares of IAC common stock held directly by Mr. Levin and (ii) 3,000,000 restricted shares of IAC common stock. The shares of restricted stock cliff vest on the ten-year anniversary of the grant date (November 5, 2020), subject to Mr. Levin's continued employment through the vesting date and the satisfaction of applicable stock price performance goals (as amended to reflect the Spin-Off). Some or all of the shares of restricted stock may vest earlier upon a qualifying termination of employment or an election to measure performance on an earlier date beginning on the sixth anniversary of the grant date. Mr. Levin has the right to vote the shares of restricted stock during the restricted period and is entitled to receive ordinary cash dividends on such shares during the restricted period, but only to the extent that the applicable stock price performance goals have been met as of the dividend record date.

F3: In connection with the Spin-Off, IAC stock options were converted into IAC and Vimeo, Inc. stock options, with adjustments (to maintain pre- and post-Spin-Off values) to, in the case of IAC stock options, the per share exercise prices to reflect the Spin-Off. These previously granted stock options have the same vesting and other applicable terms and conditions as they did immediately prior to the Spin-off. Reflects IAC stock options, as adjusted on the basis described immediately above.