SEC Form 4 · accession 0001490281-19-000021
Groupon, Inc. · GRPN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Melissa Thomas
Officer — CAO & Treasurer
Period of report
Mar 5, 2019
Accepted (ET)
Mar 7, 2019 · 4:49 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001490281
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 5, 2019 | M | 13,402 | $0.00 | A | 47,914 | D | |
| Common Stock | Mar 5, 2019 | F | 6,326 | $3.42 | D | 41,588 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F3 | — | Mar 5, 2019 | M | 13,402 | D | Mar 5, 2019 | — | Common Stock | 13,402 | 40,206 | D |
Explanation of responses
- F1Shares 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.
- F2Each restricted stock unit represents a contingent right to receive one share of Common Stock.
- F3The restricted stock units reported on this line will vest 1/4 on March 5, 2019, 1/8 quarterly on the 5th day of the first month of each calendar quarter from June 5, 2019 through March 5, 2020, and 1/16 quarterly on the 5th day of the first month of each calendar quarter from June 5, 2020 through March 5, 2021, subject to Ms. Thomas' continued employment with the Company through each vesting date.