Sec Form 4 Filing - Match Group, Inc. @ IAC/InterActiveCorp - 2020-06-30

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Match Group, Inc. 2. Issuer Name and Ticker or Trading Symbol IAC/InterActiveCorp [ IAC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 555 WEST 18TH STREET 3. Date of Earliest Transaction (MM/DD/YY) 06/30/2020 (Street) NEW YORK, NY10011 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock, par value $0.001 06/30/2020 J( 1 ) 79,342,768 D $ 0 0 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Class B Common Stock, par value $0.001 $ 0 06/30/2020 J( 2 ) 5,789,499 ( 3 ) ( 3 ) Common Stock, par value $0.001 5,789,499 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Match Group, Inc. 555 WEST 18TH STREET NEW YORK, NY10011 X Signatures Tanya M. Stanich, Assistant Secretary 07/02/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents shares of IAC Holdings, Inc. common stock, par value $0.001 ("Common Stock"), disposed of by IAC/InterActiveCorp ("IAC") as the result of a charter amendment resulting in the reclassification of its capital stock and a related exchange and merger in connection with the separation of Match Group, Inc. from IAC on June 30, 2020. ( 2 )Represents shares of IAC Holdings, Inc. Class B common stock, par value $0.001 ("Class B Common Stock"), disposed of by IAC as the result of a charter amendment resulting in the reclassification of its capital stock and a related exchange and merger in connection with the separation of Match Group, Inc from IAC on June 30, 2020. ( 3 )Represents shares of Class B Common Stock that are convertible at the option of the holder on a one-for-one basis into shares of Common Stock at any time and do not have an expiration date. Each share of Class B Common Stock is entitled to ten votes per share and each share of Common Stock is entitled to one vote per share.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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