Sec Form 4 Filing - LEVIN JOSEPH @ Match Group, Inc. - 2022-09-30

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
LEVIN JOSEPH
2. Issuer Name and Ticker or Trading Symbol
Match Group, Inc. [ MTCH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O IAC/INTERACTIVECORP, 555 WEST 18TH STREET
3. Date of Earliest Transaction (MM/DD/YY)
09/30/2022
(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 09/30/2022 A( 1 ) 262( 1 ) A $ 47.75 2,405( 2 ) D
Common Stock, par value $0.001 09/30/2022 M 1,385 A 3,790( 4 ) D
Common Stock, par value $0.001 09/30/2022 M 585 A 4,375( 5 ) D
Common Stock, par value $0.001 09/30/2022 M 2,953 A 7,328( 6 ) D
Common Stock, par value $0.001 35,000 I Held through grantor retained annuity trust
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
Restricted Stock Units ( 3 ) 09/30/2022 M 1,385 10/23/2021( 7 ) 09/30/2022( 7 ) Common Stock, par value $0.001 1,385 $ 0 0 D
Restricted Stock Units ( 3 ) 09/30/2022 M 585 06/15/2022( 8 ) 09/30/2022( 8 ) Common Stock, par value $0.001 585 $ 0 0 D
Restricted Stock Units ( 3 ) 09/30/2022 M 2,953 09/30/2022( 9 ) 09/30/2022( 9 ) Common Stock, par value $0.001 2,953 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LEVIN JOSEPH
C/O IAC/INTERACTIVECORP
555 WEST 18TH STREET
NEW YORK, NY10011
X
Signatures
Francisco J. Villamar as Attorney-in-Fact for Joseph Levin 10/04/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents share units (rounded to the nearest whole number) credited to the reporting person pursuant to the 2020 Match Group, Inc. Deferred Compensation Plan for Non-Employee Directors.
( 2 )Includes (i) 1,279 shares of common stock and (ii) 1,126 share units (rounded to the nearest whole number) accrued under the 2020 Match Group, Inc. Deferred Compensation Plan for Non-Employee Directors as of the date of this report.
( 3 )Restricted stock units convert into common stock on a one-for-one basis.
( 4 )Includes (i) 2,664 shares of common stock and (ii) 1,126 share units (rounded to the nearest whole number) accrued under the 2020 Match Group, Inc. Deferred Compensation Plan for Non-Employee Directors as of the date of this report.
( 5 )Includes (i) 3,249 shares of common stock and (ii) 1,126 share units (rounded to the nearest whole number) accrued under the 2020 Match Group, Inc. Deferred Compensation Plan for Non-Employee Directors as of the date of this report.
( 6 )Includes (i) 6,202 shares of common stock and (ii) 1,126 share units (rounded to the nearest whole number) accrued under the 2020 Match Group, Inc. Deferred Compensation Plan for Non-Employee Directors as of the date of this report.
( 7 )Represents restricted stock units that vested as to one-third on October 23, 2021 and as to two-thirds on September 30, 2022, pursuant to an amendment of the original vesting schedule in connection with the reporting person's termination of service as director on September 30, 2022.
( 8 )Represents restricted stock units that vested in two equal installments on June 15, 2022 and September 30, 2022, pursuant to an amendment of the original vesting schedule in connection with the reporting person's termination of service as director on September 30, 2022. The remaining restricted stock units were forfeited upon termination of service as a director in accordance with their terms.
( 9 )Represents restricted stock units that vested on September 30, 2022, pursuant to an amendment of the original vesting schedule in connection with the reporting person's termination of service as director on September 30, 2022.

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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.