NASDAQ
5 days, 10 hours ago 
GRPN
Groupon, INC
Form 4: Groupon CFO Jiri Ponrt Reports Equity Transactions Including PSU Exercise and New Grant
Groupon's Chief Financial Officer, Jiri Ponrt, reported the exercise of performance share units into common stock, a forfeiture of some units, and the grant of new performance share units with future vesting conditions.

NASDAQ
5 days, 10 hours ago 
GRPN
Groupon, INC
Form 4: Groupon CEO Dusan Senkypl Converts Performance Share Units, Increases Direct Stock Ownership
Groupon, Inc. CEO and 10% owner Dusan Senkypl reported the conversion of performance share units into common stock, increasing his direct beneficial ownership.

NASDAQ
10 days, 23 hours ago 
GRPN
Groupon, INC
8-K: Groupon Restructures Debt, Extends Maturities with $244 Million Convertible Note Exchange
Groupon, Inc. announced a privately negotiated exchange of $170 million in existing convertible notes for $244 million of new 4.875% Convertible Senior Notes due 2030, extending maturities and modifying covenants.
Capital raise
 

NASDAQ
11 days, 14 hours ago 
GRPN
Groupon, INC
Form 4: Groupon Director Theodore Leonsis Reports Acquisition of Shares from RSU Vesting
Groupon, Inc. Director Theodore Leonsis reported the acquisition of 13,343 shares of common stock on June 12, 2025, resulting from the vesting of Restricted Stock Units.
Delay expected
 

NASDAQ
11 days, 14 hours ago 
GRPN
Groupon, INC
Form 4: Groupon Director Jason Harinstein Acquires Shares Through RSU Vesting
Groupon, Inc. Director Jason Harinstein acquired 11,511 shares of common stock on June 12, 2025, through the vesting of Restricted Stock Units, increasing his direct beneficial ownership to 55,658 shares.
Delay expected
 

NASDAQ
11 days, 14 hours ago 
GRPN
Groupon, INC
Form 4: Groupon Director Robert J. Bass Increases Stake Through RSU Vesting
Groupon, Inc. Director Robert J. Bass acquired 12,325 shares of common stock valued at $32.33 per share upon the vesting of Restricted Stock Units, increasing his direct beneficial ownership to 104,731 shares.
Delay expected
 

NASDAQ
12 days, 14 hours ago 
GRPN
Groupon, INC
Form 4: Groupon Director Jason Harinstein Receives Equity Grant, Filing Delayed Due to Administrative Oversight
Groupon, Inc. Director Jason Harinstein was granted 5,766 Restricted Stock Units on June 11, 2025, a transaction reported late due to an administrative oversight.
Delay expected
 

NASDAQ
15 days, 12 hours ago 
GRPN
Groupon, INC
8-K: Groupon Shareholders Re-Elect Directors and Ratify Auditor at Annual Meeting
Groupon, Inc. announced the results of its Annual Meeting of Stockholders held on June 11, 2025, where all five director nominees were elected, Deloitte & Touche LLP was ratified as the independent auditor, and named executive officer compensation received advisory approval.

NASDAQ
15 days, 14 hours ago 
GRPN
Groupon, INC
Form 4: Groupon Director Robert Bass Granted 6,174 Restricted Stock Units
Groupon, Inc. Director Robert J. Bass was granted 6,174 Restricted Stock Units (RSUs) on June 11, 2025, which are scheduled to vest on June 11, 2026.

NASDAQ
15 days, 14 hours ago 
GRPN
Groupon, INC
Form 4: Groupon Director Theodore Leonsis Granted Restricted Stock Units
Groupon, Inc. Director and 10% Owner Theodore Leonsis was granted 6,685 Restricted Stock Units (RSUs) as part of his compensation, aligning his interests with shareholders.

NASDAQ
17 days, 16 hours ago 
GRPN
Groupon, INC
4/A: Groupon CEO Dusan Senkypl Amends SEC Filing to Clarify Performance Share Unit Grant
Groupon's CEO, Dusan Senkypl, filed an amended Form 4 to correct a previous filing error and disclose the acquisition of 5,750 performance share units.

NASDAQ
23 days, 17 hours ago 
GRPN
Groupon, INC
Form 4: Groupon CEO Granted Performance Share Units Amidst Late SEC Filing
A recent SEC Form 4 filing by Groupon, Inc. reveals the grant of 5,750 performance share units to its CEO, though the filing itself was submitted late due to an administrative oversight.
Worse than expected
 
Delay expected
 

NASDAQ
24 days, 12 hours ago 
GRPN
Groupon, INC
Form 4: Groupon CFO Jiri Ponrt Receives Performance Share Unit Grant
Groupon, Inc.'s Chief Financial Officer, Jiri Ponrt, was granted 2,157 performance share units (PSUs) as part of his compensation, aligning his interests with the company's future performance.

NASDAQ
24 days, 12 hours ago 
GRPN
Groupon, INC
Form 4: Groupon Chief Accounting Officer Granted 60,000 Performance Share Units
Groupon, Inc.'s Chief Accounting Officer, Kyle Netzly, was granted 60,000 performance share units, contingent on future stock price performance and continued service.
Delay expected
 

NASDAQ
32 days, 12 hours ago 
GRPN
Groupon, INC
DEFA14A: Groupon Amends Proxy Statement to Correct Key Shareholder's Beneficial Ownership Percentage
Groupon, Inc. filed an amendment to its definitive proxy statement to correct an inadvertent error in Dusan Senkypl's beneficial ownership, revising it from 34.1% to 31.95%.

NASDAQ
32 days, 17 hours ago 
GRPN
Groupon, INC
4/A: Groupon CFO Amends SEC Filing to Clarify Share Vesting and Forfeiture Details
Groupon's Chief Financial Officer, Jiri Ponrt, filed an amended Form 4 to correct previously reported share transactions, clarifying the vesting of 40,968 performance share units and the forfeiture of 2,157 units.

NASDAQ
32 days, 17 hours ago 
GRPN
Groupon, INC
4/A: Groupon CEO Dusan Senkypl Amends SEC Filing to Clarify Performance Share Unit Vesting and Forfeiture
Groupon's CEO, Dusan Senkypl, filed an amended Form 4 to correct previously reported figures and disclose the vesting of 109,250 performance share units due to a stock price hurdle being met, alongside a forfeiture of 5,750 units.
Better than expected
 

NASDAQ
37 days, 13 hours ago 
GRPN
Groupon, INC
Form 4: Groupon's Chief Accounting Officer, Kyle Netzly, Reports Stock Transactions
Kyle Netzly, Chief Accounting Officer of Groupon, Inc., reports the vesting and tax withholding of restricted stock units resulting in changes to beneficial ownership of common stock.

NASDAQ
43 days, 8 hours ago 
GRPN
Groupon, INC
4/A: Groupon CFO Jiri Ponrt Corrects Form 4 Filing: Performance Share Units Awarded, Not Disposed
Jiri Ponrt, Groupon's CFO, amends his Form 4 filing to reflect the correct transaction of performance share units (PSUs), clarifying that he was granted 40,968 PSUs rather than disposing of them.

NASDAQ
45 days, 9 hours ago 
GRPN
Groupon, INC
Form 4: Groupon CEO Dusan Senkypl Reports Share Transactions Following Performance Share Unit Vesting
Groupon CEO Dusan Senkypl reports the vesting of performance share units and related share transactions, along with indirect ownership through Pale Fire Capital entities.

GRPN 
Groupon, INC 
NASDAQ

Form 4: Groupon CEO Granted Performance Share Units Amidst Late SEC Filing

Sentiment:
 Insider Transaction Report
 5 June 2025 1:29 PM

A recent SEC Form 4 filing by Groupon, Inc. reveals the grant of 5,750 performance share units to its CEO, though the filing itself was submitted late due to an administrative oversight.

Worse than expected
  The Form 4 was filed late, indicating a lapse in regulatory compliance due to an inadvertent administrative oversight. 

Delay expected
  The Form 4 filing itself was delayed, submitted late due to an inadvertent administrative oversight. 

Summary
  • Groupon's CEO was granted 5,750 Performance Share Units (PSUs) on May 29, 2025.
  • Each PSU represents a contingent right to receive one share of Groupon Common Stock.
  • The PSUs will vest upon the Compensation Committee's certification of specific performance metrics, contingent on the CEO's continued service through the certification date.
  • The Form 4 filing was submitted late due to an inadvertent administrative oversight.
  • Following this transaction, the reporting person beneficially owns 1,284,698 derivative securities.
Sentiment

Score: 6

Explanation: The grant of performance-based equity is a positive for aligning management incentives, but the late filing due to administrative oversight introduces a minor negative compliance aspect.

Positives
  • The grant of Performance Share Units aligns the CEO's incentives with company performance and shareholder value creation.
Negatives
  • The Form 4 filing was submitted late due to an inadvertent administrative oversight, indicating a compliance lapse.
Risks
  • The vesting of the PSUs is contingent on the achievement of certain performance metrics, which may or may not be met.
  • Continued service of the reporting person is required for vesting, posing a risk if the CEO departs before the certification date.
Future Outlook

The vesting of the granted Performance Share Units is contingent upon the Compensation Committee's certification of specific performance metrics, aligning future compensation with company performance.

Management Comments
  • "This Form 4 is being filed late due to an inadvertent administrative oversight."
Industry Context

SEC Form 4 filings are standard disclosures for insider transactions, providing transparency into changes in beneficial ownership by company directors, officers, and significant shareholders. The grant of performance-based equity is a common practice in executive compensation across industries, aiming to align management interests with long-term shareholder value.

Comparison to Industry Standards
  • The use of Performance Share Units (PSUs) as a component of executive compensation is a widely adopted practice among publicly traded companies, including peers in the e-commerce and local experiences sector, as it ties executive rewards directly to the achievement of pre-defined corporate performance goals.
  • While the grant of equity is standard, the late filing of a Form 4, even due to administrative oversight, is a deviation from best practices in corporate governance and regulatory compliance, as timely disclosure is mandated by the SEC.
Stakeholder Impact
  • Shareholders: The grant of performance-based equity aims to align the CEO's interests with shareholder value creation, potentially leading to improved company performance. However, the issuance of new shares upon vesting could lead to minor dilution.
  • Employees: The CEO's compensation structure may influence overall compensation philosophy within the company.
Next Steps
  • The Compensation Committee will certify certain performance metrics for the vesting of the Performance Share Units.
Key Dates
  • 05/29/2025: Date of earliest transaction: Grant of Performance Share Units to the CEO.
  • 06/05/2025: Date the Form 4 was signed and filed.
Keywords
Groupon, GRPN, SEC Form 4, Performance Share Units, PSUs, Executive Compensation, Insider Trading, Stock Grant, Corporate Governance, CEO Compensation

GRPN 
Groupon, INC 
NASDAQ
Sector: Communication Services
 
Filings with Classifications
Capital raise
18 June 2025 7:29 AM

Financing Transaction Announcement
  • The company is issuing $244,071,000 aggregate principal amount of new 4.875% Convertible Senior Notes due 2030 in exchange for existing notes. While it's an exchange and not a cash raise, it is a form of capital restructuring that impacts the company's debt capital.
Delay expected
17 June 2025 3:40 PM

Insider Transaction Report
  • The Form 4 was filed late due to an inadvertent administrative oversight.
Delay expected
17 June 2025 3:39 PM

Insider Transaction Report
  • The Form 4 filing was submitted late due to an inadvertent administrative oversight.
Delay expected
17 June 2025 3:39 PM

Insider Transaction Report
  • The Form 4 was filed late due to an inadvertent administrative oversight.
Delay expected
16 June 2025 3:48 PM

Insider Transaction Report
  • The Form 4 filing was submitted late due to an "inadvertent administrative oversight."
Worse than expected
5 June 2025 1:29 PM

Insider Transaction Report
  • The Form 4 was filed late, indicating a lapse in regulatory compliance due to an inadvertent administrative oversight.
Delay expected
5 June 2025 1:29 PM

Insider Transaction Report
  • The Form 4 filing itself was delayed, submitted late due to an inadvertent administrative oversight.
Delay expected
4 June 2025 5:36 PM

Insider Transaction Report
  • The Form 4 filing was submitted late due to an inadvertent administrative oversight, as stated in the filing.
Better than expected
27 May 2025 1:31 PM

Insider Transaction Report Amendment
  • The vesting of 109,250 Performance Share Units indicates that Groupon successfully met a pre-established stock price hurdle, which is a positive performance indicator for the company's stock.
Worse than expected
7 May 2025 4:11 PM

Earnings Press Release
  • Global revenue decreased by 5% year-over-year, indicating a decline in overall sales performance.
  • Adjusted EBITDA decreased from $19.5 million to $15.3 million, suggesting a decrease in profitability.
Worse than expected
7 May 2025 4:11 PM

Quarterly Report
  • Revenue decreased from $123.08 million to $117.19 million, indicating a worse than expected performance.
  • Adjusted EBITDA decreased from $19.52 million to $15.33 million, indicating a worse than expected performance.
Worse than expected
28 April 2025 4:07 PM

Proxy Statement
  • The company reported a net loss of $57 million in 2024.
  • The adjusted EBITDA goal for the 2024 Annual Bonus Plan remained below threshold.
Worse than expected
11 March 2025 4:13 PM

Earnings Release
  • While North America Local billings showed positive growth, overall revenue, gross billings, and unit sales decreased year-over-year, and the company reported a net loss for both the quarter and the full year.
Worse than expected
11 March 2025 4:12 PM

Annual Results
  • Gross billings, units, revenue, and gross profit all decreased year-over-year, indicating a decline in overall business activity.
Capital raise
19 November 2024 4:10 PM

Debt Issuance Announcement
  • The document details a capital raise of $20 million through the issuance of convertible senior secured notes.
  • The total issuance was $197.26 million, with the majority being an exchange of existing debt.
Capital raise
12 November 2024 4:51 PM

Quarterly Report
  • The company completed an $80 million fully backstopped rights offering in January 2024.
  • The company entered into exchange and subscription agreements for $197.3 million of new convertible senior secured notes due 2027.
Worse than expected
12 November 2024 4:51 PM

Quarterly Report
  • The company's revenue, gross profit, and adjusted EBITDA all decreased compared to the same period last year, indicating worse than expected results.
Delay expected
12 November 2024 4:51 PM

SEC Form 4 Filing
  • The Form 4 filing was submitted late due to an inadvertent administrative oversight.
Capital raise
12 November 2024 4:50 PM

Financing Announcement
  • Groupon is raising $20 million in gross cash proceeds through the issuance of new 2027 convertible secured notes.
  • The company is also exchanging $176.26 million of existing 2026 notes for new 2027 notes, which is a form of capital restructuring.
Better than expected
30 July 2024 4:19 PM

Quarterly Report
  • The company reported a smaller net loss compared to the same quarter last year.
  • The company achieved positive operating and free cash flow.
  • North America local revenue grew by 7% year-over-year.
Worse than expected
30 July 2024 4:18 PM

Quarterly Report
  • The company's revenue decreased slightly year-over-year, indicating a worse performance than expected in terms of top-line growth.
Better than expected
9 May 2024 4:09 PM

Quarterly Report
  • The company's results were better than expected as they exceeded the high end of guidance.
  • The company achieved its first consolidated revenue growth since 2016.
  • Adjusted EBITDA turned positive, a significant improvement from the previous year.
Capital raise
9 May 2024 4:06 PM

Quarterly Report
  • The company completed an $80 million fully backstopped rights offering in January 2024.
  • The rights offering was fully backstopped by Pale Fire Capital SICAV a.s.
Worse than expected
9 May 2024 4:06 PM

Quarterly Report
  • While the net loss improved, the company still reported a loss and gross billings decreased, indicating worse than expected performance.
Capital raise
7 May 2024 9:26 AM

Executive Appointment and Compensation Announcement
  • The company is seeking stockholder approval to increase the number of shares available under the 2011 Incentive Plan by 7,000,000 shares.
  • This increase is necessary to cover the PSU awards granted to the CEO and CFO, as well as future awards to other employees.
Capital raise
29 April 2024 5:25 PM

Proxy Statement
  • The Pale Fire Parties amended and restated the Standstill Agreement to (a) modify the termination date from the earlier to occur of forty-five days following the date on which Mr.
  • Senkypl shall cease to serve for any reason as Interim Chief Executive Officer or Chief Executive Officer of the Company to December 31, 2024; and (b) exclude any and all shares of common stock purchased by the Pale Fire Parties in connection with (i) their exercise of basic subscription rights prior to the expiration of the Rights Offering, (ii) fully purchasing any and all unsubscribed shares in the Rights Offering following its expiration, and (iii) the exercise of their over-subscription privileges, if applicable, from the Pale Fire Parties existing 25% beneficial ownership limitation.
Capital raise
15 March 2024 7:05 AM

Quarterly Report
  • In January 2024, Groupon closed a fully backstopped Rights Offering that was oversubscribed and raised $80.0 million.
Better than expected
15 March 2024 7:05 AM

Quarterly Report
  • The company's Q4 results were better than expected, with positive net income and adjusted EBITDA, which is a significant improvement from previous quarters.
  • The company also resolved its going concern issue, which was a major concern in previous periods.
Worse than expected
15 March 2024 6:58 AM

Annual Results
  • The document outlines numerous risks and challenges, suggesting that the company's future performance may be worse than expected.
Capital raise
14 February 2024 7:29 PM

Debt Repayment Announcement
  • Groupon conducted an $80 million fully backstopped rights offering.
  • The rights offering was made available to all holders of record of the company's common stock.
  • The proceeds from the rights offering were used to repay debt and for general corporate purposes.
Capital raise
22 January 2024 8:30 AM

Capital Raise Announcement
  • Groupon completed an $80 million rights offering.
  • The offering was fully backstopped and significantly oversubscribed.
  • The company issued 7,079,646 shares at $11.30 per share.
Better than expected
12 January 2024 8:41 AM

Business Update
  • The company expects Q4 2023 results to be at or above the high end of guidance, indicating better than expected performance.

Disclaimer: This summary was generated by artificial intelligence and its accuracy is not guaranteed. The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.