Bass Robert J 4

What Happened

• Robert J. Bass, a director of Groupon, received a grant of 13,140 restricted stock units (RSUs) on June 11, 2026 (reported at $0.00 per share in the filing).
• On the same date he had 6,174 derivative units convert into 6,174 shares (reported as an exercise/conversion at $0.00), and an equal number of those shares (6,174) were immediately disposed (reported as a derivative disposition at $0.00). The filing shows no cash value for these entries (RSUs are reported at $0).

Key Details

• Transaction date: June 11, 2026; all entries reported at $0.00 per share.
• Grant: 13,140 RSUs granted under the Non-Employee Directors' Compensation Plan; 100% vest on June 11, 2027 (footnote F1).
• Conversion/Vesting: RSUs granted on June 11, 2025 fully vested on June 11, 2026 and were converted into 6,174 shares (footnote F3); the filing also shows an immediate disposition of 6,174 shares.
• Each RSU represents a contingent right to one share of common stock (footnote F2).
• Shares owned after the transaction: not stated in this Form 4.
• Filing date: June 15, 2026 — appears to be filed within the SEC’s two-business-day window for Form 4s (timely).

Context

• The grant of 13,140 RSUs is a compensation award for a non-employee director and will not deliver shares until vesting on June 11, 2027. Such grants are routine director compensation rather than open-market purchases or sales.
• The conversion of vested RSUs into shares and the immediate disposition of an equal number of shares is commonly seen when shares are converted and some or all are transferred/withheld (for example, to satisfy tax withholding or fees); the filing documents the conversion and the subsequent disposition but does not state the reason.
• These transactions are typical compensation and vesting-related actions and should not be interpreted on their own as a buy/sell signal about the company’s near-term prospects.