Notice of Proposed Sale · 144

Groupon, Inc.

GRPNNASDAQEQUITYCurrent

Notice of Proposed Sale

Filed Sep 22, 2026Accepted Sep 22, 2026, 4:22 PM EDTFiling CIK 1490281Accession 0001959173-26-007079

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Structured filing — 144

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Notice of proposed sale. The proposed amounts below do not establish that a sale occurred.

Proposed-sale notice

Issuer: Groupon, Inc.
Issuer CIK: 0001490281
SEC file number: 001-35335
Phone: 3128728670
Person for whose account securities are to be sold: Ponrt Jiri
Relationships to issuer: Former Officer
Street: 35 W. WACKER, FLOOR 25
City: CHICAGO
State / country code: IL
Postal code: 60601

Securities proposed for sale

Securities proposed for sale · 1 reported row
Security	Proposed units	Aggregate market value	Units outstanding	Approximate sale date	Exchange	Broker / market maker
Common	20,729	443,977.81	40,665,296	09/22/2026	NASDAQ	Fidelity Brokerage Services LLC

Broker / market maker — proposed row 1, entry 1

Name: Fidelity Brokerage Services LLC
Street: 900 Salem Street
City: Smithfield
State / country code: RI
Postal code: 02917

Acquisition of securities to be sold

Acquisition of securities to be sold · 2 reported rows
Security	Acquired	Nature of acquisition	Acquired from	Amount acquired	Gift transaction	Payment date	Nature of payment
Common	04/13/2024	Restricted Stock Vesting	Issuer	4,863	N	04/13/2024	Compensation
Common	05/01/2026	Restricted Stock Vesting	Issuer	15,866	N	05/01/2026	Compensation

Sales reported in the preceding three months

Sales reported in the preceding three months · 8 reported rows
Seller	Security	Sale date	Amount sold	Gross proceeds
Jiri Ponrt	Common	09/10/2026	13,500	244,778.88
Jiri Ponrt	Common	09/11/2026	13,500	249,024.25
Jiri Ponrt	Common	09/14/2026	17,000	321,613.45
Jiri Ponrt	Common	09/15/2026	13,500	251,538.43
Jiri Ponrt	Common	09/16/2026	17,000	326,643.41
Jiri Ponrt	Common	09/17/2026	15,450	294,163.07
Jiri Ponrt	Common	09/18/2026	17,000	317,554.05
Jiri Ponrt	Common	09/21/2026	25,000	526,213.14

Seller — prior-sale row 1, entry 1

Name: Jiri Ponrt
Street: 35 West Wacker Drive
Street (continued): 25th Floor
City: Chicago
State / country code: IL
Postal code: 60601

Seller — prior-sale row 2, entry 1

Name: Jiri Ponrt
Street: 35 West Wacker Drive
Street (continued): 25th Floor
City: Chicago
State / country code: IL
Postal code: 60601

Seller — prior-sale row 3, entry 1

Name: Jiri Ponrt
Street: 35 West Wacker Drive
Street (continued): 25th Floor
City: Chicago
State / country code: IL
Postal code: 60601

Seller — prior-sale row 4, entry 1

Name: Jiri Ponrt
Street: 35 West Wacker Drive
Street (continued): 25th Floor
City: Chicago
State / country code: IL
Postal code: 60601

Seller — prior-sale row 5, entry 1

Name: Jiri Ponrt
Street: 35 West Wacker Drive
Street (continued): 25th Floor
City: Chicago
State / country code: IL
Postal code: 60601

Seller — prior-sale row 6, entry 1

Name: Jiri Ponrt
Street: 35 West Wacker Drive
Street (continued): 25th Floor
City: Chicago
State / country code: IL
Postal code: 60601

Seller — prior-sale row 7, entry 1

Name: Jiri Ponrt
Street: 25 West Whacker Drive
Street (continued): 25th Floor
City: Chicago
State / country code: IL
Postal code: 60601

Seller — prior-sale row 8, entry 1

Name: Jiri Ponrt
Street: 25 West Whacker Drive
Street (continued): 25th Floor
City: Chicago
State / country code: IL
Postal code: 60601

Prior-sale reporting

Nothing to report for the preceding three months: N

Notice signature

Notice date: 09/22/2026
Signed: /s/ Jennifer Ruchti, as a duly authorized representative of Fidelity Brokerage Services LLC, as attorney-in-fact for Jiri Ponrt
Plan adoption dates: 06/12/2026

Company context

Current securities

GRPNNASDAQ · EQUITY · Current

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