GRPN

SEC source: 0001490281-24-000008 · wk-form4_1706146142.xml · derivative · entry 2

Bass Robert J · CIK 0001552681 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 9,540

Underlying: Class A Common Stock · 9,540 shares

Expires not disclosed

F2 · shares: Each holder of Common Stock as of November 20, 2023 (the "Record Date") received one basic subscription right for each share of Common Stock beneficially owned as of the Record Date, and each basic subscription right entitled the holder of Common Stock to purchase 0.222257 shares of Common Stock at the subscription price of $11.30 per whole share of Common Stock. The Rights Offering expired on January 17, 2024. The number of shares of Common Stock purchased by the Reporting Person was not determined until January 22, 2024.

F3 · shares: Represents subscription rights granted to the Reporting Person and exercised in the Rights Offering.

F2 · derivative.expiration_date: Each holder of Common Stock as of November 20, 2023 (the "Record Date") received one basic subscription right for each share of Common Stock beneficially owned as of the Record Date, and each basic subscription right entitled the holder of Common Stock to purchase 0.222257 shares of Common Stock at the subscription price of $11.30 per whole share of Common Stock. The Rights Offering expired on January 17, 2024. The number of shares of Common Stock purchased by the Reporting Person was not determined until January 22, 2024.

F3 · derivative.underlying_shares: Represents subscription rights granted to the Reporting Person and exercised in the Rights Offering.

SEC source: 0001490281-24-000008 · wk-form4_1706146142.xml · nonDerivative · entry 1

Bass Robert J · CIK 0001552681 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 52,471

F1 · shares: Represents shares of Common Stock purchased by the Reporting Person following the exercise of his subscription rights pursuant to the Issuer's rights offering (the "Rights Offering"), as described in the Issuer's prospectus supplement dated November 21, 2023.

F2 · shares: Each holder of Common Stock as of November 20, 2023 (the "Record Date") received one basic subscription right for each share of Common Stock beneficially owned as of the Record Date, and each basic subscription right entitled the holder of Common Stock to purchase 0.222257 shares of Common Stock at the subscription price of $11.30 per whole share of Common Stock. The Rights Offering expired on January 17, 2024. The number of shares of Common Stock purchased by the Reporting Person was not determined until January 22, 2024.

SEC source: 0000921895-24-000114 · form413335002_01232024.xml · derivative · entry 4

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner

Barta Jan · CIK 0001892479 · Director · 10% owner

Pale Fire Capital SE · CIK 0001922318 · 10% owner

Pale Fire Capital SICAV a.s. · CIK 0001959667 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Pale Fire Capital SICAV a.s.

Disclosed balance after: 0

Underlying: Common Stock · 1,528,586 shares

Expires not disclosed

F3 · shares: Each holder of Common Stock as of November 20, 2023 received one right for each share of Common Stock, and each right entitled the holder of Common Stock to purchase 0.222257 shares of Common Stock at the subscription price of $11.30 per whole share of Common Stock. The Rights Offering expired on January 17, 2024. The number of shares of Common Stock purchased by PFC SICAV was not determined until January 19, 2024.

F3 · derivative.expiration_date: Each holder of Common Stock as of November 20, 2023 received one right for each share of Common Stock, and each right entitled the holder of Common Stock to purchase 0.222257 shares of Common Stock at the subscription price of $11.30 per whole share of Common Stock. The Rights Offering expired on January 17, 2024. The number of shares of Common Stock purchased by PFC SICAV was not determined until January 19, 2024.

F4 · ownership.nature: Represents securities directly owned by PFC SICAV. Pale Fire Capital, as the controlling person and sole shareholder of PFC SICAV, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV.

SEC source: 0000921895-24-000114 · form413335002_01232024.xml · nonDerivative · entry 1

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner

Barta Jan · CIK 0001892479 · Director · 10% owner

Pale Fire Capital SE · CIK 0001922318 · 10% owner

Pale Fire Capital SICAV a.s. · CIK 0001959667 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Pale Fire Capital SICAV a.s.

Disclosed balance after: 10,180,970

F1 · security: This Form 4 is filed jointly by Jan Barta, Dusan Senkypl, Pale Fire Capital SICAV a.s. ("PFC SICAV") and Pale Fire Capital SE ("Pale Fire Capital" and together with Messrs. Barta and Senkypl and PFC SICAV, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Common Stock"). Messrs. Barta and Senkypl are also directors of the Issuer, with Mr. Senkypl also serving as its interim Chief Executive Officer.

F2 · shares: Represents shares of Common Stock purchased by PFC SICAV following the exercise of its subscription rights and over-subscription privilege pursuant to the Issuer's rights offering (the "Rights Offering"), as described in the Issuer's prospectus supplement dated November 21, 2023. Includes 1,612,074 shares of Common Stock purchased pursuant to the exercise of its over-subscription privilege in connection with the Rights Offering.

F3 · shares: Each holder of Common Stock as of November 20, 2023 received one right for each share of Common Stock, and each right entitled the holder of Common Stock to purchase 0.222257 shares of Common Stock at the subscription price of $11.30 per whole share of Common Stock. The Rights Offering expired on January 17, 2024. The number of shares of Common Stock purchased by PFC SICAV was not determined until January 19, 2024.

F4 · ownership.nature: Represents securities directly owned by PFC SICAV. Pale Fire Capital, as the controlling person and sole shareholder of PFC SICAV, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV.

SEC source: 0000921895-23-002675 · form413335002_11202023.xml · nonDerivative · entry 11

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner

Barta Jan · CIK 0001892479 · Director · 10% owner

Pale Fire Capital SE · CIK 0001922318 · 10% owner

Pale Fire Capital SICAV a.s. · CIK 0001959667 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Pale Fire Capital SICAV a.s.

Disclosed balance after: 7,040,310

F1 · security: This Form 4 is filed jointly by Jan Barta, Dusan Senkypl, Pale Fire Capital SICAV a.s. ("PFC SICAV") and Pale Fire Capital SE ("Pale Fire Capital" and together with Messrs. Barta and Senkypl and PFC SICAV, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Messrs. Barta and Senkypl are also directors of the Issuer, with Mr. Senkypl also serving as its interim Chief Executive Officer.

F2 · ownership.nature: Represents securities directly owned by PFC SICAV. Pale Fire Capital, as the controlling person and sole shareholder of PFC SICAV, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV.

SEC source: 0000921895-23-002675 · form413335002_11202023.xml · nonDerivative · entry 10

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner

Barta Jan · CIK 0001892479 · Director · 10% owner

Pale Fire Capital SE · CIK 0001922318 · 10% owner

Pale Fire Capital SICAV a.s. · CIK 0001959667 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Pale Fire Capital SICAV a.s.

Disclosed balance after: 7,034,010

F1 · security: This Form 4 is filed jointly by Jan Barta, Dusan Senkypl, Pale Fire Capital SICAV a.s. ("PFC SICAV") and Pale Fire Capital SE ("Pale Fire Capital" and together with Messrs. Barta and Senkypl and PFC SICAV, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Messrs. Barta and Senkypl are also directors of the Issuer, with Mr. Senkypl also serving as its interim Chief Executive Officer.

F2 · ownership.nature: Represents securities directly owned by PFC SICAV. Pale Fire Capital, as the controlling person and sole shareholder of PFC SICAV, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV.

SEC source: 0000921895-23-002675 · form413335002_11202023.xml · nonDerivative · entry 9

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner

Barta Jan · CIK 0001892479 · Director · 10% owner

Pale Fire Capital SE · CIK 0001922318 · 10% owner

Pale Fire Capital SICAV a.s. · CIK 0001959667 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Pale Fire Capital SICAV a.s.

Disclosed balance after: 7,027,271

F1 · security: This Form 4 is filed jointly by Jan Barta, Dusan Senkypl, Pale Fire Capital SICAV a.s. ("PFC SICAV") and Pale Fire Capital SE ("Pale Fire Capital" and together with Messrs. Barta and Senkypl and PFC SICAV, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Messrs. Barta and Senkypl are also directors of the Issuer, with Mr. Senkypl also serving as its interim Chief Executive Officer.

F2 · ownership.nature: Represents securities directly owned by PFC SICAV. Pale Fire Capital, as the controlling person and sole shareholder of PFC SICAV, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV.

SEC source: 0000921895-23-002675 · form413335002_11202023.xml · nonDerivative · entry 8

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner

Barta Jan · CIK 0001892479 · Director · 10% owner

Pale Fire Capital SE · CIK 0001922318 · 10% owner

Pale Fire Capital SICAV a.s. · CIK 0001959667 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Pale Fire Capital SICAV a.s.

Disclosed balance after: 7,009,249

F1 · security: This Form 4 is filed jointly by Jan Barta, Dusan Senkypl, Pale Fire Capital SICAV a.s. ("PFC SICAV") and Pale Fire Capital SE ("Pale Fire Capital" and together with Messrs. Barta and Senkypl and PFC SICAV, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Messrs. Barta and Senkypl are also directors of the Issuer, with Mr. Senkypl also serving as its interim Chief Executive Officer.

F2 · ownership.nature: Represents securities directly owned by PFC SICAV. Pale Fire Capital, as the controlling person and sole shareholder of PFC SICAV, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV.

SEC source: 0000921895-23-002675 · form413335002_11202023.xml · nonDerivative · entry 7

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner

Barta Jan · CIK 0001892479 · Director · 10% owner

Pale Fire Capital SE · CIK 0001922318 · 10% owner

Pale Fire Capital SICAV a.s. · CIK 0001959667 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Pale Fire Capital SICAV a.s.

Disclosed balance after: 7,003,940

F1 · security: This Form 4 is filed jointly by Jan Barta, Dusan Senkypl, Pale Fire Capital SICAV a.s. ("PFC SICAV") and Pale Fire Capital SE ("Pale Fire Capital" and together with Messrs. Barta and Senkypl and PFC SICAV, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Messrs. Barta and Senkypl are also directors of the Issuer, with Mr. Senkypl also serving as its interim Chief Executive Officer.

F2 · ownership.nature: Represents securities directly owned by PFC SICAV. Pale Fire Capital, as the controlling person and sole shareholder of PFC SICAV, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV.

SEC source: 0000921895-23-002675 · form413335002_11202023.xml · nonDerivative · entry 6

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner

Barta Jan · CIK 0001892479 · Director · 10% owner

Pale Fire Capital SE · CIK 0001922318 · 10% owner

Pale Fire Capital SICAV a.s. · CIK 0001959667 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Pale Fire Capital SICAV a.s.

Disclosed balance after: 6,998,790

F1 · security: This Form 4 is filed jointly by Jan Barta, Dusan Senkypl, Pale Fire Capital SICAV a.s. ("PFC SICAV") and Pale Fire Capital SE ("Pale Fire Capital" and together with Messrs. Barta and Senkypl and PFC SICAV, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Messrs. Barta and Senkypl are also directors of the Issuer, with Mr. Senkypl also serving as its interim Chief Executive Officer.

F2 · ownership.nature: Represents securities directly owned by PFC SICAV. Pale Fire Capital, as the controlling person and sole shareholder of PFC SICAV, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV.

SEC source: 0000921895-23-002675 · form413335002_11202023.xml · nonDerivative · entry 5

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner

Barta Jan · CIK 0001892479 · Director · 10% owner

Pale Fire Capital SE · CIK 0001922318 · 10% owner

Pale Fire Capital SICAV a.s. · CIK 0001959667 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Pale Fire Capital SICAV a.s.

Disclosed balance after: 6,904,564

F1 · security: This Form 4 is filed jointly by Jan Barta, Dusan Senkypl, Pale Fire Capital SICAV a.s. ("PFC SICAV") and Pale Fire Capital SE ("Pale Fire Capital" and together with Messrs. Barta and Senkypl and PFC SICAV, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Messrs. Barta and Senkypl are also directors of the Issuer, with Mr. Senkypl also serving as its interim Chief Executive Officer.

F2 · ownership.nature: Represents securities directly owned by PFC SICAV. Pale Fire Capital, as the controlling person and sole shareholder of PFC SICAV, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV.

SEC source: 0000921895-23-002675 · form413335002_11202023.xml · nonDerivative · entry 4

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner

Barta Jan · CIK 0001892479 · Director · 10% owner

Pale Fire Capital SE · CIK 0001922318 · 10% owner

Pale Fire Capital SICAV a.s. · CIK 0001959667 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Pale Fire Capital SICAV a.s.

Disclosed balance after: 6,902,364

F1 · security: This Form 4 is filed jointly by Jan Barta, Dusan Senkypl, Pale Fire Capital SICAV a.s. ("PFC SICAV") and Pale Fire Capital SE ("Pale Fire Capital" and together with Messrs. Barta and Senkypl and PFC SICAV, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Messrs. Barta and Senkypl are also directors of the Issuer, with Mr. Senkypl also serving as its interim Chief Executive Officer.

F2 · ownership.nature: Represents securities directly owned by PFC SICAV. Pale Fire Capital, as the controlling person and sole shareholder of PFC SICAV, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV.

SEC source: 0000921895-23-002675 · form413335002_11202023.xml · nonDerivative · entry 3

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner

Barta Jan · CIK 0001892479 · Director · 10% owner

Pale Fire Capital SE · CIK 0001922318 · 10% owner

Pale Fire Capital SICAV a.s. · CIK 0001959667 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Pale Fire Capital SICAV a.s.

Disclosed balance after: 6,877,561

F1 · security: This Form 4 is filed jointly by Jan Barta, Dusan Senkypl, Pale Fire Capital SICAV a.s. ("PFC SICAV") and Pale Fire Capital SE ("Pale Fire Capital" and together with Messrs. Barta and Senkypl and PFC SICAV, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Messrs. Barta and Senkypl are also directors of the Issuer, with Mr. Senkypl also serving as its interim Chief Executive Officer.

F2 · ownership.nature: Represents securities directly owned by PFC SICAV. Pale Fire Capital, as the controlling person and sole shareholder of PFC SICAV, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV.

SEC source: 0000921895-23-002675 · form413335002_11202023.xml · nonDerivative · entry 2

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner

Barta Jan · CIK 0001892479 · Director · 10% owner

Pale Fire Capital SE · CIK 0001922318 · 10% owner

Pale Fire Capital SICAV a.s. · CIK 0001959667 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Pale Fire Capital SICAV a.s.

Disclosed balance after: 6,869,182

F1 · security: This Form 4 is filed jointly by Jan Barta, Dusan Senkypl, Pale Fire Capital SICAV a.s. ("PFC SICAV") and Pale Fire Capital SE ("Pale Fire Capital" and together with Messrs. Barta and Senkypl and PFC SICAV, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Messrs. Barta and Senkypl are also directors of the Issuer, with Mr. Senkypl also serving as its interim Chief Executive Officer.

F2 · ownership.nature: Represents securities directly owned by PFC SICAV. Pale Fire Capital, as the controlling person and sole shareholder of PFC SICAV, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV.

SEC source: 0000921895-23-002675 · form413335002_11202023.xml · nonDerivative · entry 1

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner

Barta Jan · CIK 0001892479 · Director · 10% owner

Pale Fire Capital SE · CIK 0001922318 · 10% owner

Pale Fire Capital SICAV a.s. · CIK 0001959667 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Pale Fire Capital SICAV a.s.

Disclosed balance after: 6,854,067

F1 · security: This Form 4 is filed jointly by Jan Barta, Dusan Senkypl, Pale Fire Capital SICAV a.s. ("PFC SICAV") and Pale Fire Capital SE ("Pale Fire Capital" and together with Messrs. Barta and Senkypl and PFC SICAV, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Messrs. Barta and Senkypl are also directors of the Issuer, with Mr. Senkypl also serving as its interim Chief Executive Officer.

F2 · ownership.nature: Represents securities directly owned by PFC SICAV. Pale Fire Capital, as the controlling person and sole shareholder of PFC SICAV, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by PFC SICAV.

SEC source: 0001922405-23-000007 · wk-form4_1693610125.xml · nonDerivative · entry 1

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner · See Footnote 1

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 445,261

F1 · security: Mr. Senkypl may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of common stock, par value $0.0001 per share (the "Shares"). Mr. Senkypl is also a director and interim Chief Executive Officer of the Issuer.

F2 · kind: Shares forfeited to satisfy the mandatory tax withholding requirement upon vesting of restricted shares. This is not an open market sale of securities. As previously disclosed in the Form 4 filed on June 17, 2022, the restricted stock unit grant was scheduled to vest on June 15, 2023, but was delayed until August 30, 2023 due to administrative issues.

SEC source: 0001922405-23-000005 · wk-form4_1692824870.xml · derivative · entry 4

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner · See Footnote 1

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 3,062,500

Underlying: Common Stock · 437,500 shares

Expires 2026-03-30

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · price: In connection with Mr. Senkypl's appointment as Interim Chief Executive Officer, on March 30, 2023 (the "Grant Date"), the Issuer granted Mr. Senkypl nonqualified stock options (the "Stock Options") to purchase Shares at a per Share exercise price of $6.00 under the Issuer's 2011 Incentive Plan, as amended (the "Plan"). At the Issuer's 2023 annual meeting of stockholders, a majority vote of the Issuer's stockholders approved an amendment to the Plan (the "Plan Amendment"), pursuant to which the Stock Options will vest and may be exercised prior to the first anniversary of the Grant Date.

F5 · price: 1/8 of the Stock Options vested on June 30, 2023 and the remainder will vest in substantially equal quarterly installments over the next 7 quarters. The Stock Options will expire 3 years from the Grant Date.

F4 · derivative.exercise_date: In connection with Mr. Senkypl's appointment as Interim Chief Executive Officer, on March 30, 2023 (the "Grant Date"), the Issuer granted Mr. Senkypl nonqualified stock options (the "Stock Options") to purchase Shares at a per Share exercise price of $6.00 under the Issuer's 2011 Incentive Plan, as amended (the "Plan"). At the Issuer's 2023 annual meeting of stockholders, a majority vote of the Issuer's stockholders approved an amendment to the Plan (the "Plan Amendment"), pursuant to which the Stock Options will vest and may be exercised prior to the first anniversary of the Grant Date.

F5 · derivative.exercise_date: 1/8 of the Stock Options vested on June 30, 2023 and the remainder will vest in substantially equal quarterly installments over the next 7 quarters. The Stock Options will expire 3 years from the Grant Date.

SEC source: 0001922405-23-000005 · wk-form4_1692824870.xml · nonDerivative · entry 1

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner · See Footnote 1

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 449,112

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: Mr. Senkypl may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of common stock, par value $0.0001 per share (the "Shares"). Mr. Senkypl is also a director and interim Chief Executive Officer of the Issuer.

SEC source: 0001974947-23-000005 · wk-form4_1692652763.xml · derivative · entry 3

Netzly Kyle · CIK 0001974947 · Interim CAO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 3,422 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · derivative.exercise_price: Each restricted stock unit represents a contingent right to receive one share of Common Stock.

F3 · derivative.expiration_date: 100% of the restricted stock unit grant vested on August 20, 2023.

SEC source: 0001974947-23-000005 · wk-form4_1692652763.xml · nonDerivative · entry 2

Netzly Kyle · CIK 0001974947 · Interim CAO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 9,266

F1 · kind: 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.

SEC source: 0001974947-23-000005 · wk-form4_1692652763.xml · nonDerivative · entry 1

Netzly Kyle · CIK 0001974947 · Interim CAO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 10,267

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001490281-23-000062 · wk-form4_1687557729.xml · nonDerivative · entry 1

Leonsis Theodore · CIK 0001452645 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 205,257

F1 · kind: Restricted stock units ("RSUs") granted on June 14, 2023 under the Company's non-employee director compensation plan. 100% of the RSUs will vest on June 14, 2024.

SEC source: 0001490281-23-000060 · wk-form4_1687557599.xml · nonDerivative · entry 1

Bass Robert J · CIK 0001552681 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 87,450

F1 · kind: Restricted stock units ("RSUs") granted on June 14, 2023 under the Company's non-employee director compensation plan. 100% of the RSUs will vest on June 14, 2024.

SEC source: 0001974947-23-000003 · wk-form4_1684871976.xml · derivative · entry 6

Netzly Kyle · CIK 0001974947 · Interim CAO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 3,509

Underlying: Common Stock · 2,339 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · derivative.exercise_price: Each restricted stock unit represents a contingent right to receive one share of Common Stock.

F4 · derivative.exercise_date: 2,339 restricted stock units on this line vested May 20, 2023; 2,339 restricted stock units reported on this line vest on May 20, 2024; 1,170 restricted stock units on this line vest on May 20, 2025, subject, in each case, to Ms. Netzly's continued employment with the Company through the vesting date.

F4 · derivative.expiration_date: 2,339 restricted stock units on this line vested May 20, 2023; 2,339 restricted stock units reported on this line vest on May 20, 2024; 1,170 restricted stock units on this line vest on May 20, 2025, subject, in each case, to Ms. Netzly's continued employment with the Company through the vesting date.

SEC source: 0001974947-23-000003 · wk-form4_1684871976.xml · derivative · entry 5

Netzly Kyle · CIK 0001974947 · Interim CAO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 867 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · derivative.exercise_price: Each restricted stock unit represents a contingent right to receive one share of Common Stock.

F3 · derivative.exercise_date: 847 restricted stock units on this line vested on May 20, 2023

F3 · derivative.expiration_date: 847 restricted stock units on this line vested on May 20, 2023

SEC source: 0001974947-23-000003 · wk-form4_1684871976.xml · nonDerivative · entry 4

Netzly Kyle · CIK 0001974947 · Interim CAO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 6,845

F1 · kind: 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.

SEC source: 0001974947-23-000003 · wk-form4_1684871976.xml · nonDerivative · entry 3

Netzly Kyle · CIK 0001974947 · Interim CAO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 7,655

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001974947-23-000003 · wk-form4_1684871976.xml · nonDerivative · entry 2

Netzly Kyle · CIK 0001974947 · Interim CAO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 5,316

F1 · kind: 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.

SEC source: 0001974947-23-000003 · wk-form4_1684871976.xml · nonDerivative · entry 1

Netzly Kyle · CIK 0001974947 · Interim CAO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 5,616

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001490281-23-000040 · wf-form4_168177240896509.xml · derivative · entry 1

Ponrt Jiri · CIK 0001973423 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 183,333

Underlying: Common Stock · 183,333 shares

Expires not disclosed

F1 · derivative.exercise_price: Each restricted stock unit represents a contingent right to receive one share of Common Stock.

F2 · derivative.exercise_date: The restricted stock units reported on this line will vest on April 13, 2024, subject to Mr. Ponrt's continuous provision of material services to the Company as of the vesting date.

F2 · derivative.expiration_date: The restricted stock units reported on this line will vest on April 13, 2024, subject to Mr. Ponrt's continuous provision of material services to the Company as of the vesting date.

SEC source: 0001490281-23-000030 · wf-form4_168055808730077.xml · derivative · entry 1

Senkypl Dusan · CIK 0001922405 · Director · Interim CEO · 10% owner · See Footnote 1

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 3,500,000

Underlying: Common Stock · 3,500,000 shares

Expires 2026-03-30

F1 · security: Mr. Senkypl may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of common stock, par value $0.0001 per share (the "Shares"). Mr. Senkypl is also a director and interim Chief Executive Officer of the Issuer.

F2 · security: In connection with Mr. Senkypl's appointment as Interim Chief Executive Officer, on March 30, 2023 (the "Grant Date"), the Issuer granted Mr. Senkypl nonqualified stock options (the "Stock Options") to purchase Shares at a per Share exercise price of $6.00 under the Issuer's 2011 Incentive Plan, as amended (the "Plan"). The Stock Options will vest and may be exercised prior to the first anniversary of the Grant Date, subject to a majority vote of the Issuer's stockholders approving an amendment to the Plan at the Issuer's 2023 annual meeting of stockholders (the "Plan Amendment").

F3 · security: The Stock Options will expire 3 years from the Grant Date, and will vest 1/2 on the date that is 1 year from the Grant Date and quarterly thereafter in four substantially equal installments, beginning on the date that is 1 year and 3 months from the Grant Date, or if the requisite approval of the Plan Amendment is received, will vest quarterly in eight substantially equal installments, beginning on the date that is 3 months from the Grant Date.

F2 · derivative.exercise_price: In connection with Mr. Senkypl's appointment as Interim Chief Executive Officer, on March 30, 2023 (the "Grant Date"), the Issuer granted Mr. Senkypl nonqualified stock options (the "Stock Options") to purchase Shares at a per Share exercise price of $6.00 under the Issuer's 2011 Incentive Plan, as amended (the "Plan"). The Stock Options will vest and may be exercised prior to the first anniversary of the Grant Date, subject to a majority vote of the Issuer's stockholders approving an amendment to the Plan at the Issuer's 2023 annual meeting of stockholders (the "Plan Amendment").

F3 · derivative.exercise_price: The Stock Options will expire 3 years from the Grant Date, and will vest 1/2 on the date that is 1 year from the Grant Date and quarterly thereafter in four substantially equal installments, beginning on the date that is 1 year and 3 months from the Grant Date, or if the requisite approval of the Plan Amendment is received, will vest quarterly in eight substantially equal installments, beginning on the date that is 3 months from the Grant Date.

F2 · date: In connection with Mr. Senkypl's appointment as Interim Chief Executive Officer, on March 30, 2023 (the "Grant Date"), the Issuer granted Mr. Senkypl nonqualified stock options (the "Stock Options") to purchase Shares at a per Share exercise price of $6.00 under the Issuer's 2011 Incentive Plan, as amended (the "Plan"). The Stock Options will vest and may be exercised prior to the first anniversary of the Grant Date, subject to a majority vote of the Issuer's stockholders approving an amendment to the Plan at the Issuer's 2023 annual meeting of stockholders (the "Plan Amendment").

F3 · date: The Stock Options will expire 3 years from the Grant Date, and will vest 1/2 on the date that is 1 year from the Grant Date and quarterly thereafter in four substantially equal installments, beginning on the date that is 1 year and 3 months from the Grant Date, or if the requisite approval of the Plan Amendment is received, will vest quarterly in eight substantially equal installments, beginning on the date that is 3 months from the Grant Date.

F2 · shares: In connection with Mr. Senkypl's appointment as Interim Chief Executive Officer, on March 30, 2023 (the "Grant Date"), the Issuer granted Mr. Senkypl nonqualified stock options (the "Stock Options") to purchase Shares at a per Share exercise price of $6.00 under the Issuer's 2011 Incentive Plan, as amended (the "Plan"). The Stock Options will vest and may be exercised prior to the first anniversary of the Grant Date, subject to a majority vote of the Issuer's stockholders approving an amendment to the Plan at the Issuer's 2023 annual meeting of stockholders (the "Plan Amendment").

F3 · shares: The Stock Options will expire 3 years from the Grant Date, and will vest 1/2 on the date that is 1 year from the Grant Date and quarterly thereafter in four substantially equal installments, beginning on the date that is 1 year and 3 months from the Grant Date, or if the requisite approval of the Plan Amendment is received, will vest quarterly in eight substantially equal installments, beginning on the date that is 3 months from the Grant Date.

F2 · price: In connection with Mr. Senkypl's appointment as Interim Chief Executive Officer, on March 30, 2023 (the "Grant Date"), the Issuer granted Mr. Senkypl nonqualified stock options (the "Stock Options") to purchase Shares at a per Share exercise price of $6.00 under the Issuer's 2011 Incentive Plan, as amended (the "Plan"). The Stock Options will vest and may be exercised prior to the first anniversary of the Grant Date, subject to a majority vote of the Issuer's stockholders approving an amendment to the Plan at the Issuer's 2023 annual meeting of stockholders (the "Plan Amendment").

F3 · price: The Stock Options will expire 3 years from the Grant Date, and will vest 1/2 on the date that is 1 year from the Grant Date and quarterly thereafter in four substantially equal installments, beginning on the date that is 1 year and 3 months from the Grant Date, or if the requisite approval of the Plan Amendment is received, will vest quarterly in eight substantially equal installments, beginning on the date that is 3 months from the Grant Date.

F2 · derivative.exercise_date: In connection with Mr. Senkypl's appointment as Interim Chief Executive Officer, on March 30, 2023 (the "Grant Date"), the Issuer granted Mr. Senkypl nonqualified stock options (the "Stock Options") to purchase Shares at a per Share exercise price of $6.00 under the Issuer's 2011 Incentive Plan, as amended (the "Plan"). The Stock Options will vest and may be exercised prior to the first anniversary of the Grant Date, subject to a majority vote of the Issuer's stockholders approving an amendment to the Plan at the Issuer's 2023 annual meeting of stockholders (the "Plan Amendment").

F3 · derivative.exercise_date: The Stock Options will expire 3 years from the Grant Date, and will vest 1/2 on the date that is 1 year from the Grant Date and quarterly thereafter in four substantially equal installments, beginning on the date that is 1 year and 3 months from the Grant Date, or if the requisite approval of the Plan Amendment is received, will vest quarterly in eight substantially equal installments, beginning on the date that is 3 months from the Grant Date.

F2 · derivative.expiration_date: In connection with Mr. Senkypl's appointment as Interim Chief Executive Officer, on March 30, 2023 (the "Grant Date"), the Issuer granted Mr. Senkypl nonqualified stock options (the "Stock Options") to purchase Shares at a per Share exercise price of $6.00 under the Issuer's 2011 Incentive Plan, as amended (the "Plan"). The Stock Options will vest and may be exercised prior to the first anniversary of the Grant Date, subject to a majority vote of the Issuer's stockholders approving an amendment to the Plan at the Issuer's 2023 annual meeting of stockholders (the "Plan Amendment").

F3 · derivative.expiration_date: The Stock Options will expire 3 years from the Grant Date, and will vest 1/2 on the date that is 1 year from the Grant Date and quarterly thereafter in four substantially equal installments, beginning on the date that is 1 year and 3 months from the Grant Date, or if the requisite approval of the Plan Amendment is received, will vest quarterly in eight substantially equal installments, beginning on the date that is 3 months from the Grant Date.

F2 · derivative.underlying_shares: In connection with Mr. Senkypl's appointment as Interim Chief Executive Officer, on March 30, 2023 (the "Grant Date"), the Issuer granted Mr. Senkypl nonqualified stock options (the "Stock Options") to purchase Shares at a per Share exercise price of $6.00 under the Issuer's 2011 Incentive Plan, as amended (the "Plan"). The Stock Options will vest and may be exercised prior to the first anniversary of the Grant Date, subject to a majority vote of the Issuer's stockholders approving an amendment to the Plan at the Issuer's 2023 annual meeting of stockholders (the "Plan Amendment").

F3 · derivative.underlying_shares: The Stock Options will expire 3 years from the Grant Date, and will vest 1/2 on the date that is 1 year from the Grant Date and quarterly thereafter in four substantially equal installments, beginning on the date that is 1 year and 3 months from the Grant Date, or if the requisite approval of the Plan Amendment is received, will vest quarterly in eight substantially equal installments, beginning on the date that is 3 months from the Grant Date.

F2 · balance_after: In connection with Mr. Senkypl's appointment as Interim Chief Executive Officer, on March 30, 2023 (the "Grant Date"), the Issuer granted Mr. Senkypl nonqualified stock options (the "Stock Options") to purchase Shares at a per Share exercise price of $6.00 under the Issuer's 2011 Incentive Plan, as amended (the "Plan"). The Stock Options will vest and may be exercised prior to the first anniversary of the Grant Date, subject to a majority vote of the Issuer's stockholders approving an amendment to the Plan at the Issuer's 2023 annual meeting of stockholders (the "Plan Amendment").

F3 · balance_after: The Stock Options will expire 3 years from the Grant Date, and will vest 1/2 on the date that is 1 year from the Grant Date and quarterly thereafter in four substantially equal installments, beginning on the date that is 1 year and 3 months from the Grant Date, or if the requisite approval of the Plan Amendment is received, will vest quarterly in eight substantially equal installments, beginning on the date that is 3 months from the Grant Date.

SEC source: 0001490281-23-000010 · wf-form4_167884006730730.xml · derivative · entry 3

Deshpande Kedar · CIK 0001898115 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 430,843

Underlying: Common Stock · 61,549 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · derivative.exercise_price: Each restricted stock unit represents a contingent right to receive one share of Common Stock.

F3 · derivative.exercise_date: The restricted stock units reported on this line represent the sum of two separate awards with identical vesting terms and will vest quarterly in twelve substantially equal installments, beginning on March 10, 2022, in each case subject to Mr. Deshpande's continued employment with the Company through each vesting date.

F3 · derivative.expiration_date: The restricted stock units reported on this line represent the sum of two separate awards with identical vesting terms and will vest quarterly in twelve substantially equal installments, beginning on March 10, 2022, in each case subject to Mr. Deshpande's continued employment with the Company through each vesting date.

SEC source: 0001490281-23-000010 · wf-form4_167884006730730.xml · nonDerivative · entry 2

Deshpande Kedar · CIK 0001898115 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 194,215

F1 · kind: 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.

SEC source: 0001490281-23-000010 · wf-form4_167884006730730.xml · nonDerivative · entry 1

Deshpande Kedar · CIK 0001898115 · Director · Chief Executive Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 218,800

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001490281-23-000009 · wf-form4_167711073107507.xml · derivative · entry 3

Drobny Dane A · CIK 0001492144 · Chief Admin Officer, GC & Sec

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 91,189

Underlying: Common Stock · 8,289 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · derivative.exercise_price: Each restricted stock unit represents a contingent right to receive one share of Common Stock.

F3 · derivative.exercise_date: 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 or provision of material services to the Company through each vesting date.

F3 · derivative.expiration_date: 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 or provision of material services to the Company through each vesting date.

SEC source: 0001490281-23-000009 · wf-form4_167711073107507.xml · nonDerivative · entry 2

Drobny Dane A · CIK 0001492144 · Chief Admin Officer, GC & Sec

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 145,823

F1 · kind: 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.

SEC source: 0001490281-23-000009 · wf-form4_167711073107507.xml · nonDerivative · entry 1

Drobny Dane A · CIK 0001492144 · Chief Admin Officer, GC & Sec

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 149,496

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001490281-23-000006 · wf-form4_167573250277999.xml · derivative · entry 1

Wahl Deborah · CIK 0001721714 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,729

Underlying: Common Stock · 2,406 shares

Expires not disclosed

F1 · derivative.exercise_date: Ms. Wahl has received an exempt award of Deferred Stock Units ("DSUs") under the Groupon, Inc. Non-Employee Director Compensation Plan. DSUs represent a right to receive shares of Common Stock (or, in the sole discretion of the Groupon's Board of Directors following a change in control, cash, securities or a combination of cash and securities equal to the fair market value thereof) upon termination of service as a Director of Groupon. Ms. Wahl has elected to receive DSUs in lieu of the annual retainer fees payable for services on the Issuer's Board of Directors and any committees thereof. The DSUs are awarded on the date such fees would otherwise be payable. The DSUs are immediately vested.

F1 · derivative.expiration_date: Ms. Wahl has received an exempt award of Deferred Stock Units ("DSUs") under the Groupon, Inc. Non-Employee Director Compensation Plan. DSUs represent a right to receive shares of Common Stock (or, in the sole discretion of the Groupon's Board of Directors following a change in control, cash, securities or a combination of cash and securities equal to the fair market value thereof) upon termination of service as a Director of Groupon. Ms. Wahl has elected to receive DSUs in lieu of the annual retainer fees payable for services on the Issuer's Board of Directors and any committees thereof. The DSUs are awarded on the date such fees would otherwise be payable. The DSUs are immediately vested.

SEC source: 0001490281-23-000003 · wf-form4_167461156896289.xml · derivative · entry 3

Schmitz Damien · CIK 0001891808 · CFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 462 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · derivative.exercise_price: Each restricted stock unit represents a contingent right to receive one share of Common Stock.

F3 · derivative.exercise_date: 462 RSUs reported on this line vested on January 20, 2023, subject to Mr. Schmitz's continued employment with the Company through the vesting date.

F3 · derivative.expiration_date: 462 RSUs reported on this line vested on January 20, 2023, subject to Mr. Schmitz's continued employment with the Company through the vesting date.

SEC source: 0001490281-23-000003 · wf-form4_167461156896289.xml · nonDerivative · entry 2

Schmitz Damien · CIK 0001891808 · CFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 26,386

F1 · kind: 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.

SEC source: 0001490281-23-000003 · wf-form4_167461156896289.xml · nonDerivative · entry 1

Schmitz Damien · CIK 0001891808 · CFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 26,546

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001490281-23-000002 · wf-form4_167288167795226.xml · derivative · entry 12

Drobny Dane A · CIK 0001492144 · Chief Admin Officer, GC & Sec

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 7,755 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · derivative.exercise_price: Each performance share unit represents a contingent right to receive one share of Common Stock.

F8 · derivative.exercise_date: These performance share units were previously awarded and credited following the certification of performance metrics applicable to the performance period ended December 31, 2020. The performance share units reported on this line will vest in two equal annual installments beginning on January 2, 2022, in each case subject to Mr. Drobny's continuous employment as of the vesting date.

F8 · derivative.expiration_date: These performance share units were previously awarded and credited following the certification of performance metrics applicable to the performance period ended December 31, 2020. The performance share units reported on this line will vest in two equal annual installments beginning on January 2, 2022, in each case subject to Mr. Drobny's continuous employment as of the vesting date.

SEC source: 0001490281-23-000002 · wf-form4_167288167795226.xml · derivative · entry 11

Drobny Dane A · CIK 0001492144 · Chief Admin Officer, GC & Sec

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 2,354 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · derivative.exercise_price: Each performance share unit represents a contingent right to receive one share of Common Stock.

F7 · derivative.exercise_date: The performance share units reported on this line were credited effective February 18, 2020 following certification of performance metrics applicable to the one-year performance period ending December 31, 2019, and vest in three equal annual installments beginning on January 2, 2021, in each case subject to Mr. Drobny's continuous employment as of the vesting date.

F7 · derivative.expiration_date: The performance share units reported on this line were credited effective February 18, 2020 following certification of performance metrics applicable to the one-year performance period ending December 31, 2019, and vest in three equal annual installments beginning on January 2, 2021, in each case subject to Mr. Drobny's continuous employment as of the vesting date.

SEC source: 0001490281-23-000002 · wf-form4_167288167795226.xml · derivative · entry 10

Drobny Dane A · CIK 0001492144 · Chief Admin Officer, GC & Sec

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 4,066 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_price: Each restricted stock unit represents a contingent right to receive one share of Common Stock.

F5 · derivative.exercise_date: The restricted stock units reported on this line will vest in two equal installments on January 2, 2022 and January 2, 2023, subject, in each case, to Mr. Drobny's continued employment with the Company through each vesting date.

F5 · derivative.expiration_date: The restricted stock units reported on this line will vest in two equal installments on January 2, 2022 and January 2, 2023, subject, in each case, to Mr. Drobny's continued employment with the Company through each vesting date.

SEC source: 0001490281-23-000002 · wf-form4_167288167795226.xml · derivative · entry 9

Drobny Dane A · CIK 0001492144 · Chief Admin Officer, GC & Sec

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 6,099 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · derivative.exercise_price: Each restricted stock unit represents a contingent right to receive one share of Common Stock.

F5 · derivative.exercise_date: The restricted stock units reported on this line will vest in two equal installments on January 2, 2022 and January 2, 2023, subject, in each case, to Mr. Drobny's continued employment with the Company through each vesting date.

F5 · derivative.expiration_date: The restricted stock units reported on this line will vest in two equal installments on January 2, 2022 and January 2, 2023, subject, in each case, to Mr. Drobny's continued employment with the Company through each vesting date.

SEC source: 0001490281-23-000002 · wf-form4_167288167795226.xml · nonDerivative · entry 8

Drobny Dane A · CIK 0001492144 · Chief Admin Officer, GC & Sec

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 141,207

F1 · kind: Shares withheld by the issuer to satisfy the mandatory tax withholding requirement upon vesting of restricted stock units or performance share units, as applicable. This is not an open market sale of securities.

SEC source: 0001490281-23-000002 · wf-form4_167288167795226.xml · nonDerivative · entry 7

Drobny Dane A · CIK 0001492144 · Chief Admin Officer, GC & Sec

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 144,955

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · kind: These shares of common stock represent the settlement of performance share units previously awarded under the Groupon, Inc. 2011 Incentive Plan and are exempt from liability under Section 16(b) of the Securities Exchange Act pursuant to Rule 16b-3(d). These performance share units were credited following the certification of performance metrics applicable to the performance period ended December 31, 2020.

SEC source: 0001490281-23-000002 · wf-form4_167288167795226.xml · nonDerivative · entry 6

Drobny Dane A · CIK 0001492144 · Chief Admin Officer, GC & Sec

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 137,200

F1 · kind: Shares withheld by the issuer to satisfy the mandatory tax withholding requirement upon vesting of restricted stock units or performance share units, as applicable. This is not an open market sale of securities.

SEC source: 0001490281-23-000002 · wf-form4_167288167795226.xml · nonDerivative · entry 5

Drobny Dane A · CIK 0001492144 · Chief Admin Officer, GC & Sec

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 138,368

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · kind: Settlement of non-derivative performance share units for the one-year performance period ending December 31, 2019, granted under the Groupon, Inc. 2011 Incentive Plan and exempt from liability under Section 16(b) of the Securities Exchange Act pursuant to Rule 16b-3(d).

SEC source: 0001490281-23-000002 · wf-form4_167288167795226.xml · nonDerivative · entry 4

Drobny Dane A · CIK 0001492144 · Chief Admin Officer, GC & Sec

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 136,014

F1 · kind: Shares withheld by the issuer to satisfy the mandatory tax withholding requirement upon vesting of restricted stock units or performance share units, as applicable. This is not an open market sale of securities.