Notice of Proposed Sale · 144

Groupon, Inc.

GRPNNASDAQEQUITYCurrent

Notice of Proposed Sale

Filed Sep 30, 2026Accepted Sep 30, 2026, 4:27 PM EDTFiling CIK 1973423Accession 0001959173-26-007156

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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	15,629	314,187.27	40,665,296	09/30/2026	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 · 1 reported row
Security	Acquired	Nature of acquisition	Acquired from	Amount acquired	Gift transaction	Payment date	Nature of payment
Common	04/13/2024	Restricted Stock Vesting	Issuer	15,629	N	04/13/2024	Compensation

Sales reported in the preceding three months

Sales reported in the preceding three months · 14 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
Jiri Ponrt	Common	09/22/2026	20,729	443,977.81
Jiri Ponrt	Common	09/23/2026	20,000	402,085.79
Jiri Ponrt	Common	09/24/2026	20,000	409,530.93
Jiri Ponrt	Common	09/25/2026	20,000	425,073.98
Jiri Ponrt	Common	09/28/2026	17,767	355,618.59
Jiri Ponrt	Common	09/29/2026	18,141	361,036.82

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

Seller — prior-sale row 9, 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 10, 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 11, 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 12, 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 13, 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 14, entry 1

Name: Jiri Ponrt
Street: 35 West Wacker 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: 09/30/2026
Signed: /s/ Joshua Schmitt, 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

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