Dane A. Drobny - 05 Jun 2021 Form 4 Insider Report for Groupon, Inc. (GRPN)

Role: Chief Admin Officer, GC & Sec
Signature: /s/ Erin G. Stone, by Power of Attorney
Issuer symbol: GRPN
Transactions as of: 05 Jun 2021
Net transactions value: -$74,439
Form type: 4
Filing time: 08 Jun 2021, 18:44:49 UTC
Previous filing: 24 May 2021
Next filing: 07 Jul 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	+3,681	+5.3%	$0.000000	73,501	05 Jun 2021	Direct
transaction	GRPN	Common Stock	Tax liability	$74,439	-1,631	-2.2%	$45.64	71,870	05 Jun 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	-3,681	-33%	$0.000000	7,362	05 Jun 2021	Common Stock	3,681		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 restricted stock units reported on this line vest 1/4 annually, starting on June 5, 2020, in each case subject to Mr. Drobny's continued employment as of the vesting date.