Jeremy Herauf - 20 May 2021 Form 4 Insider Report for Groupon, Inc. (GRPN)

Role: Chief Accounting Officer
Signature: /s/ Erin G. Stone by Power of Attorney
Issuer symbol: GRPN
Transactions as of: 20 May 2021
Net transactions value: -$14,211
Form type: 4
Filing time: 24 May 2021, 17:29:18 UTC
Next filing: 08 Jun 2021
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	GRPN	Common Stock	Options Exercise	$0	+1,082	+15%	$0.000000	8,280	20 May 2021	Direct
transaction	GRPN	Common Stock	Tax liability	$14,211	-318	-3.8%	$44.69	7,962	20 May 2021	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	GRPN	Restricted Stock Units	Options Exercise	$0	-1,082	-33%	$0.000000	2,166	20 May 2021	Common Stock	1,082		Direct	F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	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.
F2	Each restricted stock unit represents a contingent right to receive one share of Common Stock.
F3	The RSUs reported on this line vest in three equal installments on May 20, 2021, May 20, 2022 and May 20, 2023, subject to Mr. Herauf's continued employment with the Company through each vesting date.