Sec Form 4/A Filing - KAUFMAN VICTOR @ IAC/INTERACTIVECORP - 2017-12-29

FORM 4/A 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 KAUFMAN VICTOR 2. Issuer Name and Ticker or Trading Symbol IAC/INTERACTIVECORP [ IAC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Vice Chairman (Last) (First) (Middle) C/O IAC/INTERACTIVECORP, 555 WEST 18TH STREET 3. Date of Earliest Transaction (MM/DD/YY) 12/29/2017 (Street) NEW YORK, NY10011 4. If Amendment, Date Original Filed (MM/DD/YY) 01/03/2018 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 ( 1 ) 12/29/2017 M( 1 ) 6,316 A $ 0 81,316 D Common Stock, par value $0.001 ( 2 ) 12/29/2017 F( 2 ) 3,298 D $ 123.25 78,018 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 Restr icted Stock Units ( 3 ) $ 0 12/29/2017 M 1,892 02/11/2016( 3 ) 12/29/2017( 3 ) Common Stock, par value $0.001 1,892 $ 0 0 D Restricted Stock Units ( 4 ) $ 0 12/29/2017 M 2,890 02/10/2017( 4 ) 02/10/2019( 4 ) Common Stock, par value $0.001 2,890 $ 0 2,891 D Restricted Stock Units ( 5 ) $ 0 12/29/2017 M 1,534 12/29/2017( 5 ) 02/14/2020( 5 ) Common Stock, par value $0.001 1,534 $ 0 3,071 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other KAUFMAN VICTOR C/O IAC/INTERACTIVECORP 555 WEST 18TH STREET NEW YORK, NY10011 X Vice Chairman Signatures Joanne Hawkins as Attorney-in-Fact for Victor Kaufman 02/12/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents shares of IAC common stock acquired upon the vesting of restricted stock units (see footnotes 3, 4 and 5 below). ( 2 )Represents shares of IAC common stock withheld to cover the payment of taxes due in connection with the vesting of restricted stock units (see footnotes 3, 4 and 5 below). ( 3 )Represents restricted stock units that would have otherwise vested on February 11, 2018, subject to continued service. ( 4 )Represents 2,890 restricted stock units that would have otherwise vested on February 10, 2018 and 2,891 restricted stock units that vest on February 10, 2019, in each case, subject to continued service. ( 5 )Represents 1,534 restricted stock units that would have otherwise vested on February 14, 2018 and 3,071 restricted stock units that vest in two equal installments on February 14, 2019 and 2020, in all cases, subject to continued service.

Remarks: * This Form 4/A is being filed to correct the number of shares reported in Column 5 of Table I on the initial Form 4, which was incorrectly stated due to administrative error.

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.
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