Dane A. Drobny - 20 May 2022 Form 4 Insider Report for Groupon, Inc. (GRPN)

Role
Chief Admin Officer, GC & Sec
Signature
/s/ Dane Drobny
Issuer symbol
GRPN
Transactions as of
20 May 2022
Net transactions value
-$59,964
Form type
4
Filing time
24 May 2022, 17:54:45 UTC
Previous filing
17 Mar 2022
Next filing
07 Jun 2022
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 +2,923 +2.8% $0.000000 108,074 20 May 2022 Direct
transaction GRPN Common Stock Tax liability $15,631 -1,295 -1.2% $12.07 106,779 20 May 2022 Direct F1
transaction GRPN Common Stock Options Exercise $0 +8,289 +7.8% $0.000000 115,068 20 May 2022 Direct
transaction GRPN Common Stock Tax liability $44,333 -3,673 -3.2% $12.07 111,395 20 May 2022 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 -2,923 -50% $0.000000 2,926 20 May 2022 Common Stock 2,923 Direct F2, F3
transaction GRPN Restricted Stock Units Options Exercise $0 -8,289 -6.7% $0.000000 116,056 20 May 2022 Common Stock 8,289 Direct F4
* 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 2,923 restricted stock units reported on this line vested on May 20, 2022; 2,926 restricted stock units reported on this line vest on May 20, 2023, subject to Mr. Drobny's continued employment with the Company
F4 The restricted stock units reported on this line will vest 1/16 quarterly on the 20th day of the second month of each calendar quarter from February 20, 2022 through November 20, 2023, and 1/8 quarterly on the 20th day of the second month of each calendar quarter from February 20, 2024 through November 20, 2024, subject to Mr. Drobny's continued employment with the Company through each vesting date.