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LendingTree, Inc. Director's Dealing 2024

May 21, 2024

32291_dirs_2024-05-20_a3ac6040-3263-4ffe-8bf0-2b6f8dc725c2.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LendingTree, Inc. (TREE)
CIK: 0001434621
Period of Report: 2024-05-16

Reporting Person: Peyree Scott (Chief Operating Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2024-05-16 Common Stock M 4000 Acquired 32991 Direct
2024-05-16 Common Stock F 1133 $46.01 Disposed 31858 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2024-05-16 Performance Vested Restricted Stock Units $ M 4000 Acquired Common Stock (4000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 9622 Indirect
Common Stock 1689 Indirect
Common Stock 1689 Indirect

Footnotes

F1: Performance vested restricted stock units convert into common stock on a one-for-one basis.

F2: Includes 1,407 shares of Common Stock acquired under the LendingTree, Inc. Employee Stock Purchase Plan.

F3: The reporting person's spouse is the sole beneficiary of this grantor retained annuity trust. The reporting person disclaims beneficial ownership of the shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the shares for purposes of Section 16 or any other purpose.

F4: These performance vested restricted stock units shall vest upon the Company's achievement of specified price hurdles during the four-year period after the grant date, as follows: (1) at a price of $41.17, 1/3 of the performance vested restricted stock units, of which 1/2 will vest upon the achievement of the price hurdle, and the remaining 1/2 will vest upon the first anniversary of achievement of such price hurdle; (2) at a price of $52.94, 1/3 of the performance vested restricted stock units, of which 1/2 will vest upon the achievement of the price hurdle, and the remaining 1/2 will vest upon the first anniversary of achievement of such price hurdle; and (3) at a price of $64.70, 1/3 of the performance vested restricted stock units, of which 1/2 will vest upon the achievement of the price hurdle, and the remaining 1/2 will vest upon the first anniversary of achievement of such price hurdle.

F5: (Continued from F4) The price hurdle shall be deemed "achieved" if during the performance period, there is a date on which (with respect to 45 trading days immediately preceding such date) the average closing stock price during such 45-trading-day period of the Company's common stock equaled the applicable price hurdle stock price. To the extent that any Performance Vested RSUs do not become vested by the fourth anniversary of the Award Date, any such unvested performance vested restricted stock units shall be immediately forfeited.