MTCH / Match Group, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

MATCH GROUP HOLDINGS II, LLC U.S. Bank Trust Company, National Association, as Trustee Dated as of August 20, 2025 6.125% Senior Notes due 2033

Exhibit 4.1 MATCH GROUP HOLDINGS II, LLC and U.S. Bank Trust Company, National Association, as Trustee INDENTURE Dated as of August 20, 2025 6.125% Senior Notes due 2033 1 TABLE OF CONTENTS Page Article One DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01. Definitions 1 Section 1.02. Other Definitions 24 Section 1.03. Rules of Construction 25 Section 1.04. Financial Calculations for Limit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2025 MATCH GROUP, INC. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2025 MATCH GROUP, INC.

Filing Fee table

Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-8 Match Group, Inc. Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common Stock, par v

As filed with the Securities and Exchange Commission on August 5, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

As filed with the Securities and Exchange Commission on August 5, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

As filed with the Securities and Exchange Commission on August 6, 2025

As filed with the Securities and Exchange Commission on August 6, 2025 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 MATCH GROUP, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 MATCH GROUP, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 MATCH GROUP, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 MATCH GROUP, INC.

Match Group Announces Second Quarter Results Tinder Transformation Advances, Hinge Grows Revenue 25% Year-Over-Year

Exhibit 99.1 Match Group Announces Second Quarter Results Tinder Transformation Advances, Hinge Grows Revenue 25% Year-Over-Year LOS ANGELES, August 5, 2025 - Match Group (NASDAQ: MTCH) today announced financial results for the second quarter ended June 30, 2025, and outlined progress on the company’s multi-phase transformation. The company’s Total Revenue and Adjusted Operating Income both exceed

Source: Sensor Tower. Combined revenue and active users across Apple App Store and Google Play Store.

1 Source: Sensor Tower. Combined revenue and active users across Apple App Store and Google Play Store. 1 Exhibit 99.2 Q2 2025 Match Group Prepared Remarks Since stepping into the CEO role six months ago, my goal has been to confront the hard truths, take decisive action, and reshape Match Group and Tinder into an innovative product-and-engineering- first company, optimized for user outcomes and b

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2025 MATCH GROUP, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2025 MATCH GROUP, INC.

Fifth Amended and Restated Certificate of Incorporation of Match Group, Inc.

Exhibit 3.1 FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MATCH GROUP, INC. Match Group, Inc. (hereinafter called the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify: 1.The name of the corporation is: Match Group, Inc. Match Group, Inc. was originally incorporated under the name Silve

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 2025 MATCH GROUP, INC.

Fifth Amended and Restated Bylaws of Match Group, Inc.

Exhibit 3.2 FIFTH AMENDED AND RESTATED BY-LAWS OF MATCH GROUP, INC. ARTICLE I OFFICES Section 1.Principal Office. The registered office of Match Group, Inc. (the “Corporation”) shall be located in the City of Wilmington, County of New Castle, State of Delaware. Section 2.Other Offices. The Corporation may also have offices at such other places, both within and without the State of Delaware, as the

Match Group, Inc. Amended and Restated 2024 Stock and Annual Incentive Plan

Exhibit 10.1 MATCH GROUP, INC. AMENDED AND RESTATED 2024 STOCK AND ANNUAL INCENTIVE PLAN (ADOPTED BY THE BOARD OF DIRECTORS: APRIL 25, 2024 APPROVED BY STOCKHOLDERS: JUNE 21, 2024 AMENDED AND RESTATED BY THE BOARD OF DIRECTORS: APRIL 28, 2025 APPROVED BY STOCKHOLDERS: JUNE 18, 2025) Section 1. PURPOSE; DEFINITIONS The purposes of this Plan are to give the Company a competitive advantage in attract

Q1 2025 Match Group Prepared Remarks

1 Exhibit 99.2 Q1 2025 Match Group Prepared Remarks This is my first full-quarter earnings call as CEO, and I want to start by saying how proud I am to be here, and how energized I am by the opportunity ahead. We're a company with a powerful mission – to spark meaningful connections. Our job is to deliver on that mission with urgency, excellence, and a consumer-first mindset by building products t

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2025 MATCH GROUP, INC.

As filed with the Securities and Exchange Commission on May 8, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

As filed with the Securities and Exchange Commission on May 8, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Employment Agreement, effective September 23, 2024, between Match Group, Inc. and Sean Edgett

EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into by and between Sean Edgett (“Executive”) and Match Group, Inc.

Transition and Separation Agreement, dated October 1, 2024, between Match Group Americas, LLC and Jeanette Teckman

CONFIDENTIAL TRANSITION AND SEPARATION AGREEMENT This Confidential Transition and Separation and General Release Agreement (the “Agreement”) is entered into by and between Match Group Americas, LLC located at 8750 North Central Expressway, Suite 1400, Dallas, TX 75231, for itself and all of its parent, subsidiary, and affiliated entities, joint venturers and partnerships, as well as their respective directors, officers, partners, employees, agents, attorneys, successors, and assigns, past and present, and each of them (collectively the “Company”), on the one hand, and Jeanette Teckman on behalf of herself and her agents, representatives, heirs, executors, trustees, and assigns (collectively, “Employee”), on the other hand.

Match Group Announces First Quarter Results New CEO Spencer Rascoff Drives Increased Product Velocity and Organizational Discipline – Positioning Match Group for $100M+ in Annualized Savings

Exhibit 99.1 Match Group Announces First Quarter Results New CEO Spencer Rascoff Drives Increased Product Velocity and Organizational Discipline – Positioning Match Group for $100M+ in Annualized Savings LOS ANGELES, May 8, 2025 - Match Group (NASDAQ: MTCH) today announced financial results for the first quarter ended March 31, 2025. “In my first full quarter as CEO, we’ve moved quickly to reinvig

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2025 MATCH GROUP, INC.

Match Group Announces the Addition of Kelly Campbell to its Board of Directors Enters into Information Sharing Agreement with Anson Funds

Exhibit 99.1 Match Group Announces the Addition of Kelly Campbell to its Board of Directors Enters into Information Sharing Agreement with Anson Funds Dallas, April 29, 2025 — Match Group (NASDAQ: MTCH) today announced its Board of Directors will add Kelly Campbell, the former president of NBCUniversal’s Peacock, as a new director to its Board in connection with the 2025 Annual Meeting. “Kelly is

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☑ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☑ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☑ Check the appropriate box: ☑ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 6, 2025 MATCH GROUP, INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 6, 2025 MATCH GROUP, INC.

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 6, 2025 MATCH GROUP, INC.

Match Group Announces Important Governance Enhancements

Exhibit 99.1 Match Group Announces Important Governance Enhancements ● Company to appoint Darrell Cavens to Board of Directors ● Company will seek stockholder approval to declassify the Board ● Board also responds to letter from Anson Funds; recommends stockholders vote FOR all of the Company’s nominees and not support the Anson Funds’ candidates DALLAS – April 7, 2025 – Match Group (NASDAQ: MTCH)

CERTAIN INFORMATION REGARDING THE PARTICIPANTS

Exhibit 1 CERTAIN INFORMATION REGARDING THE PARTICIPANTS The Participants (as defined below) intend to file a definitive proxy statement and accompanying form of proxy card with the Securities and Exchange Commission to be used in connection with the 2025 annual meeting of stockholders of Match Group, Inc.

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ¨ Filed by a Party other than the Registrant þ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement ¨ Definitive Additional Materials þ Soliciting Material Under Rule 14a-12 Match Group, Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2025 MATCH GROUP, INC.

Employment Agreement between Match Group, Inc. and Hesam Hosseini, dated effective April 1, 2025.

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into by and between Hesam Hosseini (“Executive”) and Match Group, Inc., a Delaware corporation (the “Company”) and is effective as of the Effective Date (as defined below). WHEREAS, the Company and Executive are party to (i) that certain Offer Letter, dated as of December 2, 2022 (the “Offer Letter”), pursuant to

Employment Agreement between Match Group, Inc.

Exhibit 10.2 THIRD AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Third Amendment to Amended and Restated Employment Agreement (the “Amendment”), dated as of March 1, 2025 (the “Effective Date”), amends that certain Amended and Restated Employment Agreement by and between Gary Swidler (“Executive”) and Match Group, Inc., a Delaware corporation (the “Company”), effective as of June 9,

As filed with the Securities and Exchange Commission on February 27, 2025

As filed with the Securities and Exchange Commission on February 27, 2025 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2024 Or ☐ TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2024 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File No. 001-34148 Match Group, Inc. (Exact name

As filed with the Securities and Exchange Commission on February 27, 2025

As filed with the Securities and Exchange Commission on February 27, 2025 Registration No.

Match Group Stock Repurchase Policies and Procedures

Exhibit 19.2 Match Group Stock Repurchase Policies and Procedures (September 2023) These policies and procedures govern repurchases of Match Group, Inc. (“Match Group”) equity securities (“Repurchases”) approved from time to time by its Board of Directors (the “Board”) to help ensure that such Repurchases are not made, or a repurchase plan is not adopted, when Match Group is in possession of mater

Match Group, Inc. Securities Trading Policy

Exhibit 19.1 Securities Trading Policy (September 2023) Scope Match Group, Inc. (“Match Group”) has adopted this Securities Trading Policy (this “Policy”) to promote compliance with U.S. securities laws by (collectively, the “Covered Persons”): 1.directors, officers, employees, contractors and consultants of Match Group and its subsidiaries; 2.the spouses, domestic partners, minor children (even i

Filing Fee table

Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-8 Match Group, Inc. Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common Stock, par v

Subsidiaries of the Registrant as of December 31, 202

Exhibit 21.1 Match Group, Inc. Subsidiaries As of December 31, 2024 Entity Jurisdiction of Formation Affinity Apps LLC Delaware Beijing Five Star Match Network Technology Co., Ltd. People’s Republic of China Beta Services 1, LLC Delaware Eureka, Inc. Japan Five Star Matchmaking Information Technology (Beijing) Co., Ltd. People’s Republic of China FriendScout24 GmbH Germany GDA, LLC Delaware Harmon

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 2, 2025 MATCH GROUP, INC.

Employment Agreement between Match Group, Inc. and Spencer Rascoff, effective February 4, 2025

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (“Agreement”), effective as of February 4, 2025 (the “Effective Date”), is entered into by and between Spencer Rascoff (“Executive”) and Match Group, Inc., a Delaware corporation (the “Company”). WHEREAS, the Company desires to establish its right to the services of Executive, in the capacity described below, on the terms and conditions h

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2025 MATCH GROUP, INC.

Match Group Announces Fourth Quarter and Full-Year Results Company focused on execution of Investor Day plan including harnessing product innovations, especially with AI, to create more personalized, engaging, and authentic dating experiences

Exhibit 99.1 Match Group Announces Fourth Quarter and Full-Year Results Company focused on execution of Investor Day plan including harnessing product innovations, especially with AI, to create more personalized, engaging, and authentic dating experiences DALLAS, February 4, 2025 - Match Group (NASDAQ: MTCH) today announced financial results for the fourth quarter and full-year ended December 31,

Total Revenue Adjusted Operating Income Q1 2025 $820 to $830 million $260 to $265 million

Exhibit 99.2 Q4 2024 Executive Commentary Our Q4 results slightly exceeded our expectations at the time of our December Investor Day, driven by a strong finish to 2024, including a solid start to peak dating season that began December 26th. Foreign exchange (“FX”) headwinds in the quarter were $18 million worse than we expected at the time of our last earnings call and $3 million worse than what w

As filed with the Securities and Exchange Commission on November 8, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

As filed with the Securities and Exchange Commission on November 8, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2024 MATCH GROUP, INC.

• Total Revenue grew 2% over the prior year quarter to $895 million. On a foreign exchange (“FX”) neutral (“FXN”) basis, Total Revenue was up 3% over the prior year quarter to $907 million. • Adjusted Operating Income was $343 million, an increase of

EX-99.1 2 mtch8-k20241106ex991.htm SHAREHOLDER LETTER DATED NOVEMBER 6, 2024 Exhibit 99.1 Letter to Shareholders Q3 2024 | November 6, 2024 Third Quarter 2024 Financial Highlights • Total Revenue grew 2% over the prior year quarter to $895 million. On a foreign exchange (“FX”) neutral (“FXN”) basis, Total Revenue was up 3% over the prior year quarter to $907 million. • Adjusted Operating Income wa

VIA EDGAR

VIA EDGAR October 28, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Attn: Inessa Kessman Robert Littlepage Re: Match Group, Inc. Form 10-K for the Fiscal Year Ended December 31, 2023 File No. 001-34148 Dear Ms. Kessman and Mr. Littlepage: This letter includes the response of Match Group, Inc. (the “Compan

MTCH / Match Group, Inc. / STATE STREET CORP Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* MATCH GROUP INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 57667L107 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ý

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 6, 2024 MATCH GROUP, INC.

Employment Agreement between Match Group, Inc. and Steven Bailey, dated October 7, 2024.

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into by and between Steven Bailey (“Executive”) and Match Group, Inc., a Delaware corporation (the “Company”) and is effective as of the Effective Date (as defined below). WHEREAS, the Company and Executive are party to (i) that certain Offer Letter, dated as of May 23, 2012 (the “Offer Letter”), pursuant to which

Second Amendment to the Amended and Restated Employment Agreement between the Company and Mr. Swidler, dated October 7, 2024.

Exhibit 10.2 SECOND AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Second Amendment to Amended and Restated Employment Agreement (the “Amendment”), dated as of October 7, 2024 and to be effective as of March 1, 2025 (the “Amendment Effective Date”), amends that certain Amended and Restated Employment Agreement by and between Gary Swidler (“Executive”) and Match Group, Inc., a Delaware

VIA EDGAR

VIA EDGAR September 25, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Attn: Inessa Kessman Robert Littlepage Re: Match Group, Inc. Form 10-K for the Fiscal Year Ended December 31, 2023 Form 8-K filed January 30, 2024 File No. 001-34148 Dear Ms. Kessman and Mr. Littlepage: This letter includes the suppleme

Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission on February 27, 2025

Exhibit 10.1 Match Group, Inc. (the “Company”) Non-Employee Director Compensation Program (Revised June 20, 2024) Each non-employee member of the Company’s Board of Directors (the “Board”) receives an annual retainer fee of $50,000 and the Chairperson of each of the Audit, Compensation and Human Resources, and Nominating and Corporate Governance Committees of the Board receives an additional annua

As filed with the Securities and Exchange Commission on August 1, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

As filed with the Securities and Exchange Commission on August 1, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2024 MATCH GROUP, INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2024 MATCH GROUP, INC.

• Total Revenue grew 4% over the prior year quarter to $864 million. On a foreign exchange (“FX”) neutral (“FXN”) basis, Total Revenue was up 8% over the prior year quarter to $892 million. • Operating income was $205 million, a decrease of 5% from t

Exhibit 99.1 Letter to Shareholders Q2 2024 | July 30, 2024 Second Quarter 2024 Financial Highlights • Total Revenue grew 4% over the prior year quarter to $864 million. On a foreign exchange (“FX”) neutral (“FXN”) basis, Total Revenue was up 8% over the prior year quarter to $892 million. • Operating income was $205 million, a decrease of 5% from the prior year quarter, representing an operating

VIA EDGAR

VIA EDGAR July 24, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Attn: Inessa Kessman Robert Littlepage Re: Match Group, Inc. Form 10-K for the Fiscal Year Ended December 31, 2023 Form 8-K filed January 30, 2024 File No. 001-34148 Dear Ms. Kessman and Mr. Littlepage: This letter includes the response of M

VIA EDGAR

VIA EDGAR July 17, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Attn: Inessa Kessman Robert Littlepage Re: Match Group, Inc. Form 10-K for the Fiscal Year Ended December 31, 2023 Form 8-K filed January 30, 2024 File No. 001-34148 Dear Ms. Kessman and Mr. Littlepage: On behalf of Match Group, Inc., a Dela

POWER OF ATTORNEY

EX-99.2 2 p24-2369exhibit992.htm POWER OF ATTORNEY Exhibit 99.2 POWER OF ATTORNEY The undersigned hereby appoints Jeffrey C. Smith, Peter A. Feld and Kenneth R. Marlin, or any of them, his true and lawful attorney-in fact and agent to execute and file with the Securities and Exchange Commission any Schedule 13D, Schedule 13G, Form 3, Form 4, Form 5, any settlement agreement, any amendments to any

JOINT FILING AGREEMENT

EX-99.3 3 p24-2369exhibit993.htm JOINT FILING AGREEMENT EXHIBIT 99.3 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of common stock, par value $0.001 pe

July 15,

EX-99 4 p24-2369exhibit991.htm July 15, 2024 Match Group, Inc. 8750 North Central Expressway, Suite 1400 Dallas, Texas 75231 Attn: Bernard (“BK”) Kim, Chief Executive Officer Gary Swidler, President & Chief Financial Officer cc: Board of Directors Dear BK and Gary, As you know, Starboard Value LP (together with its affiliates, “Starboard” or “we”) is a large shareholder of Match Group, Inc. (“Matc

MTCH / Match Group, Inc. / Starboard Value LP Activist Investment

SC 13D 1 p24-2369sc13d.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. )* Match Group, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 57667L107 (CUSIP

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 21, 2024 MATCH GROUP, INC.

Match Group, Inc. 2024 Stock and Annual Incentive Plan

Exhibit 10.1 MATCH GROUP, INC. 2024 STOCK AND ANNUAL INCENTIVE PLAN Section 1. PURPOSE; DEFINITIONS The purposes of this Plan are to give the Company a competitive advantage in attracting, retaining and motivating officers, employees, directors and/or consultants and to provide the Company and its Subsidiaries and Affiliates with a stock and incentive plan providing incentives directly linked to s

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2024 (June 2, 2024) MATCH GROUP, INC.

VIA EDGAR

VIA EDGAR May 22, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Attn: Inessa Kessman Robert Littlepage Re: Match Group, Inc. Form 10-K for the Fiscal Year Ended December 31, 2023 Form 8-K filed January 30, 2024 File No. 001-34148 Dear Ms. Kessman and Mr. Littlepage: This letter includes the response of Ma

2024 Form of Award Agreement for Performance-based Restricted Stock Units granted under the Match Group, Inc. 2015 Stock and Annual Incentive Plan

Exhibit 10.2 Match Group, Inc. Notice of Performance-Based Restricted Stock Unit Grant (“Award Notice”) This Award Notice is to notify the Award Recipient set forth below that you have been granted an award (the “Award”) of performance-based restricted stock units (“PSUs”) (the “Target PSUs”) under the Match Group, Inc. 2015 Stock and Annual Incentive Plan, as amended (the “2015 Plan”), that will

2024 Form of Award Agreement for Restricted Stock Units granted under the Match Group, Inc. 2015 Stock and Annual Incentive Plan

Exhibit 10.1 Match Group, Inc. Notice of Restricted Stock Unit Grant ("Award Notice") This Award Notice is to notify the Award Recipient set forth below that you have been granted an award (the "Award") of restricted stock units ("RSUs") under the Match Group, Inc. 2015 Stock and Annual Incentive Plan, as amended (the “2015 Plan”), subject to the attached Terms and Conditions for Restricted Stock

As filed with the Securities and Exchange Commission on May 8, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

As filed with the Securities and Exchange Commission on May 8, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2024 MATCH GROUP, INC.

• Total Revenue grew 9% over the prior year quarter to $860 million. On a foreign exchange (“FX”) neutral (“FXN”) basis, Total Revenue was up 12% over the prior year quarter to $880 million. • Operating income was $185 million, a decrease of 7% over

Exhibit 99.1 Letter to Shareholders Q1 2024 | May 7, 2024 First Quarter 2024 Financial Highlights • Total Revenue grew 9% over the prior year quarter to $860 million. On a foreign exchange (“FX”) neutral (“FXN”) basis, Total Revenue was up 12% over the prior year quarter to $880 million. • Operating income was $185 million, a decrease of 7% over the prior year quarter, representing an operating ma

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☑ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

VIA EDGAR

VIA EDGAR April 15, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Attn: Inessa Kessman Robert Littlepage Re: Match Group, Inc. Form 10-K for the Fiscal Year Ended December 31, 2023 Form 8-K filed January 30, 2024 File No. 001-34148 Dear Ms. Kessman and Mr. Littlepage: This letter includes the response of

VIA EDGAR

VIA EDGAR April 3, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Attn: Inessa Kessman Robert Littlepage Re: Match Group, Inc. Form 10-K for the Fiscal Year Ended December 31, 2023 Form 8-K filed January 30, 2024 File No. 001-34148 Dear Ms. Kessman and Mr. Littlepage: On behalf of Match Group, Inc., a Dela

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2024 MATCH GROUP, INC.

Match Group Appoints Laura Jones and Spencer Rascoff to Board of Directors Appointments Follow Constructive Engagement with Elliott Investment Management

Exhibit 99.1 Match Group Appoints Laura Jones and Spencer Rascoff to Board of Directors Appointments Follow Constructive Engagement with Elliott Investment Management DALLAS, March 25, 2024 - Match Group (NASDAQ: MTCH) ("Match" or the "Company") announced today that it has appointed Laura Jones and Spencer Rascoff to the Company's Board of Directors, effective immediately. "We are pleased to welco

Amendment No. 9 dated as of March 20, 2024 to the Amended and Restated Credit Agreement dated as of October 7, 2015, as amended and restated as of November 16, 2015, as further amended as of December 16, 2015, as further amended as of December 8, 2016, as further amended as of August 14, 2017, as further amended as of December 7, 2018, as further amended as of February 13, 2020, as further amended as of March 26, 2021, and as further amended as of June 21, 2023, among Match Group Holdings II, LLC, as borrower, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent and the other parties thereto.

Exhibit 10.1 Execution Version AMENDMENT NO. 9, dated as of March 20, 2024 (this “Amendment”). Reference is made to the Credit Agreement dated as of October 7, 2015, as amended and restated as of November 16, 2015, as further amended as of December 16, 2015, as further amended as of December 8, 2016, as further amended as of August 14, 2017, as further amended as of December 7, 2018, as further am

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2024 MATCH GROUP, INC.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 21, 2024 MATCH GROUP, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File No. 001-34148 Match Group, Inc. (Exact name

Exhibit 4.1

Exhibit 4.1 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 As of December 31, 2023, Match Group, Inc. (“Match,” the “Company,” “we,” “our” and “us”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): our common stock, par value $0.001 (the “common stock”). Description o

Subsidiaries of the Registrant as of December 31, 2023

Exhibit 21.1 Match Group, Inc. Subsidiaries As of December 31, 2023 Entity Jurisdiction of Formation Affinity Apps LLC Delaware Beijing Five Star Match Network Technology Co., Ltd. People’s Republic of China Belogical Pte. Ltd. Singapore Delightful.com, LLC Delaware Eureka, Inc. Japan Five Star Matchmaking Information Technology (Beijing) Co., Ltd. People’s Republic of China FriendScout24 GmbH Ger

Match Group, Inc. Compensation Recoupment Policy

Exhibit 97.1 MATCH GROUP, INC. COMPENSATION RECOUPMENT POLICY (October 2023) This Compensation Recoupment Policy (“Policy”) has been adopted by the Compensation and Human Resources Committee of the Board of Directors (the “Board”) of Match Group, Inc. (the “Company”) on October 19, 2023. This Policy provides for the recoupment of certain executive compensation in the event of an accounting restate

MTCH / Match Group, Inc. / EDGEWOOD MANAGEMENT LLC Passive Investment

SC 13G/A 1 d1097850713g-a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 2)* Match Group, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 57667L107 (CUS

MTCH / Match Group, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01418-matchgroupinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 12)* Name of issuer: Match Group Inc Title of Class of Securities: Common Stock CUSIP Number: 57667L107 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2024 MATCH GROUP, INC.

• Total Revenue grew 10% over the prior year quarter to $866 million. • Operating income1 was $260 million, up 144% versus the prior year quarter, representing an operating margin of 30%. • Tinder Direct Revenue was up 11%, while collectively our oth

Exhibit 99.1 Letter to Shareholders Q4 2023 | January 30, 2024 Fourth Quarter 2023 Financial Highlights • Total Revenue grew 10% over the prior year quarter to $866 million. • Operating income1 was $260 million, up 144% versus the prior year quarter, representing an operating margin of 30%. • Tinder Direct Revenue was up 11%, while collectively our other brands’ Direct Revenue was up 9% over the p

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2024 MATCH GROUP, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2024 MATCH GROUP, INC.

Fourth Amended and Restated By-Laws of Match Group, Inc.

Exhibit 3.2 FOURTH AMENDED AND RESTATED BY-LAWS OF MATCH GROUP, INC. Article I OFFICES Section 1. Principal Office. The registered office of Match Group, Inc. (the “Corporation”) shall be located in the City of Wilmington, County of New Castle, State of Delaware. Section 2. Other Offices. The Corporation may also have offices at such other places, both within and without the State of Delaware, as

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 7, 2023 MATCH GROUP, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 7, 2023 MATCH GROUP, INC.

As filed with the Securities and Exchange Commission on November 2, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

As filed with the Securities and Exchange Commission on November 2, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2023 MATCH GROUP, INC.

• Total Revenue grew 9% over the prior year quarter to $882 million. • Operating income was $244 million, up 16% versus the prior year quarter, representing an operating margin of 28%. • Tinder Direct Revenue was up 11%, while collectively our other

Exhibit 99.1 Letter to Shareholders Q3 2023 | October 31, 2023 Third Quarter 2023 Financial Highlights • Total Revenue grew 9% over the prior year quarter to $882 million. • Operating income was $244 million, up 16% versus the prior year quarter, representing an operating margin of 28%. • Tinder Direct Revenue was up 11%, while collectively our other brands’ Direct Revenue was up 7% over the prior

As filed with the Securities and Exchange Commission on August 3, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

As filed with the Securities and Exchange Commission on August 3, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Amendment No. 8 dated as of June 21, 2023 to the Credit Agreement dated as of October 7, 2015, as amended and restated as of November 16, 2015, as further amended as of December 16, 2015, as further amended as of December 8, 2016, as further amended as of August 14, 2017, as further amended as of December 17, 2018, as further amended as of February 13, 2020 and as further amended as of March 26, 2021, among Match Group Holdings II, LLC, as borrower, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent and the other parties thereto

Exhibit 10.1 Execution Version AMENDMENT NO. 8, dated as of June 21, 2023 (this “Amendment”). Reference is made to the Credit Agreement dated as of October 7, 2015, as amended and restated as of November 16, 2015, as further amended as of December 16, 2015, as further amended as of December 8, 2016, as further amended as of August 14, 2017, as further amended as of December 7, 2018, as further ame

• Total Revenue grew 4% over the prior year quarter to $830 million. On a foreign exchange (“FX”) neutral (“FXN”) basis, Total Revenue was $844 million, up 6% over the prior year quarter. • RPP increased 10% over the prior year quarter to $17.41 (up

Exhibit 99.1 Letter to Shareholders Q2 2023 | August 1, 2023 Second Quarter 2023 Financial Highlights • Total Revenue grew 4% over the prior year quarter to $830 million. On a foreign exchange (“FX”) neutral (“FXN”) basis, Total Revenue was $844 million, up 6% over the prior year quarter. • RPP increased 10% over the prior year quarter to $17.41 (up 12% FXN). • Operating income was $215 million, r

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2023 MATCH GROUP, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2023 MATCH GROUP, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 22, 2023 MATCH GROUP, INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 22, 2023 MATCH GROUP, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Match Group, Inc.

Match Group, Inc. Common Stock

TABLE OF CONTENTS  Filed pursuant to Rule 424(b)(7)  Registration No. 333-271669 PROSPECTUS SUPPLEMENT (to prospectus dated May 5, 2023) Match Group, Inc. Common Stock This prospectus supplement relates to the offer and sale, from time to time, of up to 17,409,782 shares of Match Group, Inc. (“Match Group”) Common Stock, par value $0.001 (“Match Group Common Stock”), by persons who receive such sh

Calculation of Filing Fee Tables (Form Type) Match Group, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Tables 424B7 (Form Type) Match Group, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securitie

As filed with the Securities and Exchange Commission on May 5, 2023

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 5, 2023 Registration No.

As filed with the Securities and Exchange Commission on May 5, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

As filed with the Securities and Exchange Commission on May 5, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2023 MATCH GROUP, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2023 MATCH GROUP, INC.

• Total Revenue declined 1% over the prior year quarter to $787 million. On a foreign exchange (“FX”) neutral (“FXN”) basis, Total Revenue was $822 million, up 3% over the prior year quarter. • RPP increased 2% over the prior year quarter to $16.26,

Exhibit 99.1 Letter to Shareholders Q1 2023 | May 2, 2023 First Quarter 2023 Financial Highlights • Total Revenue declined 1% over the prior year quarter to $787 million. On a foreign exchange (“FX”) neutral (“FXN”) basis, Total Revenue was $822 million, up 3% over the prior year quarter. • RPP increased 2% over the prior year quarter to $16.26, up 6% FXN. • Operating income was $198 million, a de

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☑ Defin

Subsidiaries of the Registrant as of December 31, 2022

Exhibit 21.1 Match Group, Inc. Subsidiaries As of December 31, 2022 Entity Jurisdiction of Formation Affinity Apps LLC Delaware Beijing Five Star Match Network Technology Co., Ltd. People’s Republic of China Belogical Pte. Ltd. Singapore DatingDirect.com Limited England and Wales Delightful.com, LLC Delaware Eureka, Inc. Japan Five Star Matchmaking Information Technology (Beijing) Co., Ltd. People

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2022 Or ☐ TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2022 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File No. 001-34148 Match Group, Inc. (Exact name

MTCH / Match Group Inc / EDGEWOOD MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No.

MTCH / Match Group Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01384-matchgroupinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 11)* Name of issuer: Match Group Inc. Title of Class of Securities: Common Stock CUSIP Number: 57667L107 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate th

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2023 MATCH GROUP, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2023 MATCH GROUP, INC.

Organizational Changes to Increase Accountability, Collaboration and Performance

Exhibit 99.1 Letter to Shareholders Q4 2022 | January 31, 2023 Fourth Quarter 2022 Financial Highlights • Total Revenue declined 2% over the prior year quarter to $786 million (5% growth on a foreign exchange (“FX”) neutral basis (“FXN”)). • Tinder Direct Revenue was flat (+8% FXN) over the prior year quarter with 3% Payers growth to 10.8 million, offset by RPP declines of 2%. • Operating income w

First Amendment to Amended and Restated Employment Agreement, dated as of January 26, 2023, between Match Group, Inc. and Gary Swidler

Exhibit 10.1 FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT This First Amendment to Amended and Restated Employment Agreement (the “Amendment”), dated as of January 26, 2023 (the “Amendment Effective Date”) amends that certain Amended and Restated Employment Agreement by and between Gary Swidler (“Executive”) and Match Group, Inc., a Delaware corporation (the “Company”), effective as

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2023 MATCH GROUP, INC.

As filed with the Securities and Exchange Commission on November 4, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

As filed with the Securities and Exchange Commission on November 4, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Q3 2022 Performance

Exhibit 99.1 Letter to Shareholders Q3 2022 | November 1, 2022 Third Quarter 2022 Financial Highlights ? Total Revenue grew 1% over the prior year quarter to $810 million, 10% growth on a foreign exchange neutral basis (?FXN?). ? Tinder Direct Revenue grew 6% (+16% FXN) over the prior year quarter driven by 7% Payers growth to 11.1 million partially offset by RPP declines of 1%. ? Operating income

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2022 MATCH GROUP, INC.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 21, 2022 MATCH GROUP, INC.

As filed with the Securities and Exchange Commission on August 5, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

As filed with the Securities and Exchange Commission on August 5, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Employment Agreement, dated as of May 3, 2022, between Match Group, Inc. and Bernard Kim.(1)

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (?Agreement?), effective as of May 3, 2022 (the ?Effective Date?), is entered into by and between Bernard Kim (?Executive?) and Match Group, Inc., a Delaware corporation (the ?Company?). WHEREAS, the Company desires to establish its right to the services of Executive, in the capacity described below, on the terms and conditions hereinafte

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2022 MATCH GROUP, INC.

Revenue Three Months Ended June 30, 2022 2021 Change (In thousands, except RPP) Direct Revenue: Americas $ 408,730 $ 374,388 9% Europe 208,471 196,542 6% APAC and Other 162,952 123,392 32% Total Direct Revenue 780,153 694,322 12% Indirect Revenue 14,

Exhibit 99.1 Letter to Shareholders Q2 2022 | August 2, 2022 Second Quarter 2022 Financial Highlights • Total Revenue grew 12% over the prior year quarter to $795 million (19% growth on foreign exchange (“FX”) neutral basis). • Tinder Direct Revenue grew 13% over the prior year quarter driven by 14% Payers growth to 10.9 million partially offset by RPP decline of 1%. • Operating loss of $10 millio

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2022 (June 8, 2022) MATCH GROUP, INC.

Amended and Restated Employment Agreement, dated as of June 9, 2022, between Match Group, Inc. and Gary Swidler

Exhibit 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (?Agreement?) is entered by and between Gary Swidler (?Executive?) and Match Group, Inc., a Delaware corporation (the ?Company?) and is effective as of June 9, 2022 (the ?Effective Date?). WHEREAS, the Company and Executive are party to that certain Employment Agreement, dated as of August 8, 2018

2022 Form of Award Agreement for Performance-based Restricted Stock Units granted under the Match Group, Inc. Amended and Restated 2017 Stock and Annual Incentive Plan.(1)

Exhibit 10.1 Match Group, Inc. Notice of Performance-Based Restricted Stock Unit Grant (?Award Notice?) This Award Notice is to notify the Award Recipient set forth below that you have been granted an award (the ?Award?) of performance-based restricted stock units (?PSUs?) (the ?Target PSUs?) under the Match Group, Inc. Amended and Restated 2017 Stock and Annual Incentive Plan, as amended (the ?20

As filed with the Securities and Exchange Commission on May 6, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

As filed with the Securities and Exchange Commission on May 6, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

2022 Form of Award Agreement for Restricted Stock Units granted under the Match Group, Inc. Amended and Restated 2017 Stock and Annual Incentive Plan.(1)

Exhibit 10.2 Match Group, Inc. Notice of Restricted Stock Unit Grant ("Award Notice") This Award Notice is to notify the Award Recipient set forth below that you have been granted an award (the ?Award?) of restricted stock units ("RSUs") under the Match Group, Inc. Amended and Restated 2017 Stock and Annual Incentive Plan, as amended (the ?2017 Plan?), subject to the attached Terms and Conditions

Press Release dated May 3, 2022

Exhibit 99.1 Match Group Board of Directors Names Bernard Kim Chief Executive Officer; Shar Dubey To Remain as Director and Advisor Dallas, May 3, 2022 ? Match Group?s Board of Directors (NASDAQ: MTCH) today announced that after 16 years in various roles across the organization, Shar Dubey will be resigning as an officer of Match Group, and Bernard Kim, the current President of Zynga, has been nam

Employment Agreement, dated as of May 3, 2022, between Match Group, Inc. and Bernard Kim

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (?Agreement?), effective as of May 3, 2022 (the ?Effective Date?), is entered into by and between Bernard Kim (?Executive?) and Match Group, Inc., a Delaware corporation (the ?Company?). WHEREAS, the Company desires to establish its right to the services of Executive, in the capacity described below, on the terms and conditions hereinafte

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2022 MATCH GROUP, INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2022 MATCH GROUP, INC.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2022 MATCH GROUP, INC.

Match Group Board of Directors Names Bernard Kim Chief Executive Officer; Shar Dubey To Remain as Director and Advisor

Exhibit 99.1 Match Group Board of Directors Names Bernard Kim Chief Executive Officer; Shar Dubey To Remain as Director and Advisor Dallas, May 3, 2022 ? Match Group?s Board of Directors (NASDAQ: MTCH) today announced that after 16 years in various roles across the organization, Shar Dubey will be resigning as an officer of Match Group, and Bernard Kim, the current President of Zynga, has been nam

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2022 MATCH GROUP, INC.

Employment Agreement, dated as of May 3, 2022, between Match Group, Inc. and Bernard Kim

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (?Agreement?), effective as of May 3, 2022 (the ?Effective Date?), is entered into by and between Bernard Kim (?Executive?) and Match Group, Inc., a Delaware corporation (the ?Company?). WHEREAS, the Company desires to establish its right to the services of Executive, in the capacity described below, on the terms and conditions hereinafte

Q1 2022 Performance

Exhibit 99.1 Letter to Shareholders Q1 2022 | May 3, 2022 First Quarter 2022 Financial Highlights ? Total Revenue grew 20% over the prior year quarter to $799 million. ? Tinder Direct Revenue grew 18% over the prior year quarter driven by 17% Payers growth to 10.7 million and RPP growth of 1%. ? Operating income was $208 million, an increase of 10% over the prior year quarter, representing an oper

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2021 Or ☐ TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2021 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File No. 001-34148 Match Group, Inc. (Exact name

Summary of Non-Employee Director Compensation Arrangements (1)

Exhibit 10.25 Match Group, Inc. (the ?Company?) Non-Employee Director Compensation Program Each non-employee member of the Company?s Board of Directors (the ?Board?) receives an annual retainer fee of $50,000 and the Chairperson of each of the Audit, Compensation and Human Resources, and Nominating and Corporate Governance Committees of the Board receives an additional annual retainer fee of $20,0

Subsidiaries of the Registrant as of December 31, 202

Exhibit 21.1 Match Group, Inc. Subsidiaries As of December 31, 2021 Entity Jurisdiction of Formation Affinity Apps LLC Delaware Belogical Pte. Ltd. Singapore DatingDirect.com Limited England and Wales Delightful.com, LLC Delaware Eureka, Inc. Japan Eureka Taiwan Taiwan Five Star Matchmaking Information Technology (Beijing) Co., Ltd. People?s Republic of China FriendScout24 GmbH Germany Harmonica f

MTCH / Match Group Inc / EDGEWOOD MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No.

MTCH / Match Group Inc / PRUDENTIAL FINANCIAL INC Passive Investment

DOCUMENT TYPE SC 13G/A TEXT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment # 1 Name of Issuer: MATCH GROUP INC Title of Class of Securities: Common Stock CUSIP Number: 57667L107 1) NAME AND I.R.S. IDENTIFICATION NO. OF REPORTING PERSON Prudential Financial, Inc. 22-3703799 2.) MEMBER OF A GROUP: (a) N/A (b) N/A 3) SEC USE

MTCH / Match Group Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 10)* Name of issuer: Match Group Inc. Title of Class of Securities: Common Stock CUSIP Number: 57667L107 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ R

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2022 MATCH GROUP, INC.

2021 In Review

Exhibit 99.1 Letter to Shareholders Q4 2021 | February 1, 2022 Fourth Quarter 2021 Financial Highlights1 ? Total Revenue grew 24% over the prior year quarter to $806 million. ? Tinder Direct Revenue grew 23% over the prior year quarter driven by 18% Payers growth to 10.6 million and RPP growth of 4%. ? Operating income was $232 million, an increase of 9% over the prior year quarter representing an

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2021 MATCH GROUP, INC.

Second Amendment to Transition Services Agreement, dated effective as of July 22, 2021, by and between Match Group, Inc. and IAC/InterActiveCorp

Exhibit 10.1 SECOND AMENDMENT TO TRANSITION SERVICES AGREEMENT This SECOND AMENDMENT TO TRANSITION SERVICES AGREEMENT (?Amendment?) is made and entered into effective as of July 22, 2021 (the ?Effective Date?), by and between Match Group, Inc., a Delaware corporation formerly known as IAC/InterActiveCorp (?New Match?), and IAC/InterActiveCorp, a Delaware corporation formerly known as IAC Holdings,

As filed with the Securities and Exchange Commission on November 8, 2021 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

As filed with the Securities and Exchange Commission on November 8, 2021 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2021 MATCH GROUP, INC.

Q3 2021 Performance

Exhibit 99.1 Letter to Shareholders Q3 2021 | November 2, 2021 Third Quarter 2021 Financial Highlights ? Total Revenue grew 25% over the prior year quarter to $802 million. ? Tinder Direct Revenue grew 20% over the prior year quarter driven by 19% Payers growth to 10.4 million and RPP growth of 1%. ? Operating income was $221 million, an increase of 10% over the prior year quarter representing an

Match Group, Inc. 8750 North Central Expressway, Suite 1400 Dallas, TX 75231

CORRESP 1 filename1.htm Match Group, Inc. 8750 North Central Expressway, Suite 1400 Dallas, TX 75231 October 26, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance Attn: Kathryn Jacobson and Lisa Etheredege Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Re: Match Group, Inc. Form 10-K for the Fiscal Year Ended December 31, 2020 Filed February 25, 2021 Form

MTCH / Match Group Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: Match Group Inc. Title of Class of Securities: Common Stock CUSIP Number: 57667L107 Date of Event Which Requires Filing of this Statement: September 30, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ??R

Match Group Announces Repurchase of Exchangeable Senior Notes

Exhibit 99.1 Match Group Announces Repurchase of Exchangeable Senior Notes DALLAS, TX ? October 4, 2021 ? Match Group (NASDAQ: MTCH) announced today that it has repurchased approximately $414 million aggregate principal amount of 0.875% exchangeable senior notes due 2022 (the ?2022 Exchangeable Notes?) for approximately $1.5 billion, including accrued and unpaid interest on the 2022 Exchangeable N

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 4, 2021 MATCH GROUP, INC.

Indenture, dated as of October 4, 2021, between Match Group Holdings II, LLC and U.S. Bank National Association, as trustee

Exhibit 4.1 EXECUTION VERSION MATCH GROUP HOLDINGS II, LLC and U.S. Bank National Association, as Trustee INDENTURE Dated as of October 4, 2021 3.625% Senior Notes due 2031 Table of Contents Page ARTICLE One DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01. Definitions 1 Section 1.02. Other Definitions 18 Section 1.03. Rules of Construction 19 Section 1.04. Financial Calculations for Limi

Placement Agency Agreement, dated as of September 21, 2021, between Match Group, Inc. and J.P. Morgan Securities LLC, as placement agent

Exhibit 1.1 Execution Version September 21, 2021 STRICTLY CONFIDENTIAL Match Group, Inc. 8750 North Central Expressway, Suite 1400 Dallas, Texas 75231 Attention: Kimbre Neidhart Ladies and Gentlemen: Pursuant to our recent discussions, we are pleased to confirm the arrangements (the ?Engagement?) under which J.P. Morgan Securities LLC (?J.P. Morgan?) is exclusively engaged by Match Group, Inc., a

CALCULATION OF REGISTRATION FEE

TABLE OF CONTENTS Filed pursuant to Rule 424(b)(5) Registration No. 333-243708? CALCULATION OF REGISTRATION FEE ? ? Title of Each Class of Securities to be Registered ? ? ? Amount to be Registered ? ? ? Proposed Maximum Offering Price Per Share ? ? ? Proposed Maximum Aggregate Offering Price ? ? ? Amount of Registration Fee(1) ? Common Stock, par value $0.001 per share ? ? ? ? ? 5,534,098 ? ? ? ?

Match Group Announces Pricing of Registered Direct Offering

Exhibit 99.1 Match Group Announces Pricing of Registered Direct Offering DALLAS, TX ? September 22, 2021 ? Match Group (NASDAQ: MTCH) announced today that it has agreed to sell shares of its common stock (the ?Shares?) in a registered direct offering (the ?Registered Direct Offering?). The price per share and the number of shares of common stock to be issued will be determined based upon a volume-

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2021 MATCH GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34148 59-2712887 (State or Other Jurisdiction of Incorporation or Organization

Match Group Announces Pricing of Senior Notes Offering

Exhibit 99.2 Match Group Announces Pricing of Senior Notes Offering DALLAS, TX ? September 22, 2021 ? Match Group (NASDAQ: MTCH) announced today that its indirect wholly owned subsidiary, Match Group Holdings II, LLC (the ?Issuer?) has agreed to sell $500.0 million aggregate principal amount of 3.625% senior notes due 2031 (the ?Notes?) in a private offering (the ?Notes Offering?). The Notes Offer

Match Group Announces Registered Direct Offering

Exhibit 99.1 Match Group Announces Registered Direct Offering DALLAS, TX ? September 22, 2021 ? Match Group (NASDAQ: MTCH) announced today that it intends to commence an offering of shares of its common stock (the ?Shares?) in a registered direct offering (the ?Registered Direct Offering?). The price per share and the number of shares of common stock to be issued will be determined based upon a vo

Match Group Announces Senior Notes Offering

Exhibit 99.2 Match Group Announces Senior Notes Offering DALLAS, TX ? September 22, 2021 ? Match Group (NASDAQ: MTCH) announced today that its indirect wholly owned subsidiary, Match Group Holdings II, LLC (the ?Issuer?), intends to commence an offering of $500.0 million aggregate principal amount of senior notes due 2031 (the ?Notes?) in a private offering (the ?Notes Offering?). The interest rat

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2021 MATCH GROUP, INC.

Subject to completion, dated September 22, 2021

TABLE OF CONTENTS The information in this preliminary prospectus supplement is not complete and may be changed.

Amendment and Supplement No. 1 to Share Purchase Agreement, dated as of June 17, 2021, by and among Sellers’ Representatives, the Buyer and the Company

Exhibit 2.1 Amendment and Supplement No. 1 to Share Purchase Agreement Dated: June 17, 2021 Reference is made to that certain Share Purchase Agreement, dated as of February 10, 2021 (the ?Purchase Agreement?), by and among Mr. Sangil Ahn (?Mr. Ahn?), Altos Korea Opportunity Fund, L.P. (?Altos Korea? and, together with Mr. Ahn, the ?Sellers? Representatives?), certain other selling shareholders of

As filed with the Securities and Exchange Commission on August 5, 2021 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

As filed with the Securities and Exchange Commission on August 5, 2021 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

First Amendment to Transition Services Agreement, dated effective as of March 31, 2021, by and between Match Group, Inc. and IAC/InterActiveCorp

Exhibit 10.1 FIRST AMENDMENT TO TRANSITION SERVICES AGREEMENT This FIRST AMENDMENT TO TRANSITION SERVICES AGREEMENT (?Amendment?) is made and entered into effective as of March 31, 2021 (the ?Effective Date?), by and between Match Group, Inc., a Delaware corporation formerly known as IAC/InterActiveCorp (?New Match?), and IAC/InterActiveCorp, a Delaware corporation formerly known as IAC Holdings,

Match Group, Inc. 2021 Global Employee Stock Purchase Plan (1)

Exhibit 10.2 MATCH GROUP, INC. 2021 GLOBAL EMPLOYEE STOCK PURCHASE PLAN (Adopted by the Board of Directors on April 27, 2021; Approved by Stockholders on June 15, 2021) 1.Purpose. The purpose of the Plan is to provide Eligible Employees of the Company and its Designated Companies with an opportunity to purchase shares of Common Stock. The Plan permits the Company to grant a series of Purchase Righ

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2021 MATCH GROUP, INC.

Q2 2021 Performance

Exhibit 99.1 Letter to Shareholders Q2 2021 | August 3, 2021 Second Quarter 2021 Financial Highlights1 ? Total revenue grew 27% over the prior year quarter to $708 million. ? Tinder Direct Revenue grew 26% year-over-year, driven by 17% Payers growth to 9.6 million and RPP growth of 8%. ? Operating income was $210 million, an increase of 7% over the prior year quarter representing an operating marg

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2021 MATCH GROUP, INC.

Trended Metrics 2019 2020 2021 Year Ended December 31, Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 2019 2020 Revenue (in millions, rounding differences may occur) Direct Revenue Americas $ 252.5 $ 267.3 $ 286.5 $ 283.9 $ 281.2 $ 298.7 $ 336.8 $ 331.2 $ 344.3 $ 1,090.

Exhibit 99.1 Match Group, Inc. (?Match Group?) is adjusting its presentation of key operating and financial data to provide better insight into the performance of its business. Going forward, we will disclose this data in three geographic areas?Americas, Europe, and APAC and Other. Additionally, rather than presenting Average Subscribers and Average Revenue per Subscriber (?ARPU?), we will present

As filed with the Securities and Exchange Commission on July 1, 2021

As filed with the Securities and Exchange Commission on July 1, 2021 Registration No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2021 MATCH GROUP, INC.

CALCULATION OF REGISTRATION FEE

TABLE OF CONTENTS Filed pursuant to Rule 424(b)(7) Registration No. 333-243708? CALCULATION OF REGISTRATION FEE ? ? Title of Each Class of Securities to be Registered ? ? ? Amount to be Registered ? ? ? Proposed Maximum Offering Price Per Share ? ? ? Proposed Maximum Aggregate Offering Price ? ? ? Amount of Registration Fee ? Common Stock, par value $0.001 per share ? ? ? ? ? 5,929,125(1) ? ? ? ?

TABLE OF CONTENTS Page Number PART II Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 3 Item 8. Consolidated Financial Statements and Supplementary Data 23 Consolidated Balance Sheet 27 Consolidated State

TABLE OF CONTENTS Page Number PART II Item 7. Management?s Discussion and Analysis of Financial Condition and Results of Operations 3 Item 8. Consolidated Financial Statements and Supplementary Data 23 Consolidated Balance Sheet 27 Consolidated Statement of Operations 28 Consolidated Statement of Comprehensive Operations 29 Consolidated Statement of Shareholders? Equity 30 Consolidated Statement o

Form of Terms and Conditions for Performance-based Restricted Stock Units granted under the Match Group, Inc. Amended and Restated 2017 Stock and Annual Incentive Plan (1)

Exhibit 10.2 Notice of Performance-Based Restricted Stock Unit Award Granted Under the Match Group, Inc. Amended and Restated 2017 Stock and Annual Incentive Plan Award Recipient [] Type of Award [] performance-based restricted stock units (?PSUs?) (the ?Target PSUs?) of Match Group, Inc. (?Match Group?), with the potential to earn up to a maximum of [] PSUs, that will vest based on the achieved r

Quarterly Report - 10-Q

As filed with the Securities and Exchange Commission on May 6, 2021 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2021 MATCH GROUP, INC.

A Year of Pandemic: Light at the End of the Tunnel

Exhibit 99.1 Letter to Shareholders Q1 2021 | May 4, 2021 Q1 2021 Financial Highlights ? Total revenue grew 23% over the prior year quarter to $668 million. ? Tinder Direct Revenue grew 18% year-over-year, driven by 15% Average Subscriber growth, and ARPU growth of 4%. ? Operating income was $189 million, an increase of 38% over the prior year quarter representing an operating margin of 28%. ? Non

Match Group, Inc. 2021 Global Employee Stock Purchase Plan (incorporated by reference to Appendix D to Match Group's definitive proxy statement filed with the SEC on April 30, 2021 (file number 001-34148)).

DEF 14A 1 tm2113045d1def14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (a

Third Amended and Restated By-Laws of Match Group, Inc.

Exhibit 3.2 MATCH GROUP, INC. THIRD AMENDED AND RESTATED BY-LAWS AS OF May 31, 2021 THIRD AMENDED AND RESTATED BY-LAWS OF MATCH GROUP, INC. Article I OFFICES Section 1. Principal Office. The registered office of Match Group, Inc. (the ?Corporation?) shall be located in the City of Wilmington, County of New Castle, State of Delaware. Section 2. Other Offices. The Corporation may also have offices a

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2021 MATCH GROUP, INC.

Amendment No. 7 dated as of March 26, 2021 to the Credit Agreement dated as of October 7, 2015, as amended and restated as of November 16, 2015, as further amended as of December 16, 2015, as further amended as of December 8, 2016, as further amended as of August 14, 2017, as further amended as of December 17, 2018 and as further amended as of February 13, 2020, among Match Group Holdings II, LLC, as borrower, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent and the other parties thereto

Exhibit 10.1 Execution Version INCREMENTAL ASSUMPTION AGREEMENT AND AMENDMENT NO. 7, dated as of March 26, 2021 (this ?Amendment?). Reference is made to the Credit Agreement dated as of October 7, 2015, as amended and restated as of November 16, 2015, as further amended as of December 16, 2015, as further amended as of December 8, 2016, as further amended as of August 14, 2017, as further amended

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2021 (March 26, 2021) MATCH GROUP, INC.

Subsidiaries of the Registrant as of December 31, 20

Exhibit 21.1 Match Group, Inc. Subsidiaries As of December 31, 2019 Entity Jurisdiction of Formation Affinity Apps LLC Delaware Connect, Inc. Delaware DatingDirect.com Limited England and Wales Delightful.com, LLC Delaware Eureka, Inc. Japan Eureka Taiwan Taiwan Five Star Matchmaking Information Technology (Beijing) Co., Ltd. People?s Republic of China FriendScout24 GmbH Germany Harmonica IT, Inc.

Description of Securities

Exhibit 4.1 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 As of December 31, 2020, Match Group, Inc. (?Match,? the ?Company,? ?we,? ?our? and ?us?) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): our common stock, par value $0.001 (the ?common stock?). Description o

Annual Report - 10-K

As filed with the Securities and Exchange Commission on February 25, 2021 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Match Group, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 57667L107 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2021 MATCH GROUP, INC.

Match Group To Acquire Hyperconnect Acquisition adds two high growth social discovery products with significant traction across Asia to Match Group’s portfolio

Exhibit 99.1 Match Group To Acquire Hyperconnect Acquisition adds two high growth social discovery products with significant traction across Asia to Match Group’s portfolio Dallas, TX & Seoul, South Korea – Feb. 9, 2021 – Match Group (NASDAQ:MTCH) and Hyperconnect today announced they have reached an agreement for Match Group to acquire Hyperconnect for US$1.725 billion in cash and stock. The tran

Share Purchase Agreement, dated as of February 10, 2021, by and among the Company, the Buyer and the Sellers

EX-2.1 2 tm215668d1ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 SHARE PURCHASE AGREEMENT by and among THE shareholders of Hyperconnect, Inc. THAT ARE partIES hereto, MG KOREA SERVICES LIMITED and MATCH GROUP, INC. dated as of February 10, 2021 CONTENTS Page Article I. Definitions and Interpretations 2 Article II. SALE AND PURCHASE 24 2.1 Sale and Purchase of the Sale Shares 24 2.2 Treatment of Options 24 2.3

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: Match Group Inc. Title of Class of Securities: Common Stock CUSIP Number: 57667L107 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Ru

By signing below, Prudential Financial, Inc. certifies that, to the best of its

13G HTML File DOCUMENT TYPE SC 13G TEXT SECURITIES AND EXCHANGE COMMISSION Washington, D.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 2, 2021 MATCH GROUP, INC.

Match Group Reports Fourth Quarter and Full Year 2020 Results

EX-99.1 2 mtch8-k20210202ex991.htm PRESS RELEASE OF MATCH GROUP, INC., DATED FEBRUARY 2, 2021 Exhibit 99.1 Page 1 of 14 Match Group Reports Fourth Quarter and Full Year 2020 Results Dallas, TX—February 2, 2021—Match Group, Inc. (NASDAQ: MTCH; “Match Group” or “Company”) reported fourth quarter and full year 2020 financial results today and separately posted a Letter to Shareholders on the Investor

Quarterly Report - 10-Q

As filed with the Securities and Exchange Commission on November 6, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2020 MATCH GROUP, INC.

Match Group Reports Third Quarter 2020 Results

EX-99.1 7 mtch8-k20201104ex991.htm PRESS RELEASE OF MATCH GROUP, INC., DATED NOVEMBER 4, 2020 Exhibit 99.1 Page 1 of 14 Match Group Reports Third Quarter 2020 Results Dallas, TX—November 4, 2020—Match Group, Inc. (NASDAQ: MTCH; “Match Group” or “Company”) reported third quarter 2020 financial results today and separately posted a Letter to Shareholders on the Investor Relations section of its webs

2020 Match Group, Inc. Deferred Compensation Plan for Non-Employee Directors (1)

Exhibit 10.1 2020 Match Group, Inc. Deferred Compensation Plan for Non-Employee Directors 1.PURPOSE. The purpose of the Match Group, Inc. Deferred Compensation Plan for Non-Employee Directors (the “Plan”) is to provide non-employee directors of Match Group, Inc. (or any successor thereto) (the “Company”) with an opportunity to defer Director Fees (as defined in paragraph 4(b) below). 2.EFFECTIVE D

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 23, 2020 MATCH GROUP, INC.

Regulation FD Disclosure - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 3, 2020 MATCH GROUP, INC.

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RW 1 a20-270765rw.htm RW August 10, 2020 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: Match Group, Inc. Request to Withdraw Registration Statements on Form S-3 Registration No. 333-234632, 333-234618 and 333-222643 Ladies and Gentlemen: Match Group, Inc. (the “Company”) respectfully requests, pursuant to Rule 477 und

- S-3ASR

Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents As filed with the Securities and Exchange Commission on August 10, 2020 Registration No.

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August 10, 2020 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: Match Group, Inc. Request to Withdraw Registration Statements on Form S-3 Registration No. 333-234632, 333-234618 and 333-222643 Ladies and Gentlemen: Match Group, Inc. (the “Company”) respectfully requests, pursuant to Rule 477 under the Securities Act of

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price Per Share Proposed Maximum Aggregate Offering Price Amount of Registration Fee Common Stock, par value $0.001 p

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price Per Share Proposed Maximum Aggregate Offering Price Amount of Registration Fee Common Stock, par value $0.

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RW 1 a20-270764rw.htm RW August 10, 2020 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: Match Group, Inc. Request to Withdraw Registration Statements on Form S-3 Registration No. 333-234632, 333-234618 and 333-222643 Ladies and Gentlemen: Match Group, Inc. (the “Company”) respectfully requests, pursuant to Rule 477 und

Quarterly Report - 10-Q

As filed with the Securities and Exchange Commission on August 10, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2020 MATCH GROUP, INC.

Match Group Reports Second Quarter 2020 Results

Exhibit 99.1 Page 1 of 17 Match Group Reports Second Quarter 2020 Results Dallas, TX—August 4, 2020—Match Group, Inc. (NASDAQ: MTCH; “Match Group” or “Company”) reported second quarter 2020 financial results today and separately posted a Letter to Shareholders on the Investor Relations section of its website at https://ir.mtch.com. On June 30, 2020, we completed the separation of Match Group from

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2020 MATCH GROUP, INC.

Match Group names Jim Lanzone Chief Executive Officer of Tinder

EX-99.1 2 mtch8-k20200731ex991.htm PRESS RELEASE OF MATCH GROUP, INC., DATED JULY 27, 2020 Exhibit 99.1 Match Group names Jim Lanzone Chief Executive Officer of Tinder DALLAS, July 27, 2020—Match Group today announced that Jim Lanzone has been appointed Chief Executive Officer at the company's flagship brand, Tinder. Lanzone has served in various roles at CBS Corporation including Chief Digital Of

IAC / IAC/InterActiveCorp. / DILLER BARRY - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 41) Under the Securities Exchange Act of 1934 MATCH GROUP, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $.001 PER SHARE (Title of Class of Securities) 57667L107 (CUSIP Number) Andrew J. Nussbaum, Esq. Wachtell, Lipton, Rosen & Katz 51 West 52nd Street New York, New York 10019 (212) 403-1000 (Name, Address and

- FORM 15-12B

15-12B 1 tm2024128d71512b.htm FORM 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-34148 MATCH GROUP, INC. (Forme

IAC / IAC/InterActiveCorp. / DILLER BARRY - SC 13D/A Activist Investment

SC 13D/A 1 a20-243791sc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 40) Under the Securities Exchange Act of 1934 MATCH GROUP, INC. (f/k/a IAC/INTERACTIVECORP) (Name of Issuer) IAC/INTERACTIVECORP COMMON STOCK, PAR VALUE $.001 PER SHARE MATCH GROUP, INC. COMMON STOCK, PAR VALUE $.001 PER SHARE (Title of Class of Securities) IAC/INTERACTI

Match group, Inc. Unaudited Pro Forma Condensed Consolidated Financial Statements

Exhibit 99.1 Match group, Inc. Unaudited Pro Forma Condensed Consolidated Financial Statements On June 30, 2020, IAC/InterActiveCorp, a Delaware corporation (“Old IAC”) and now known as Match Group, Inc. (“New Match” or the “Company”), IAC Holdings, Inc. (“IAC Holdings”) and now known as IAC/InterActiveCorp (“New IAC”), Valentine Merger Sub LLC (“Match Merger Sub”), and Match Group, Inc. (“Old Mat

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 7, 2020 (June 30, 2020) Match Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-20570 59-2712887 (State or other jurisdiction of i

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S-8 1 tm2024128d1s8.htm S-8 As filed with the Securities and Exchange Commission on July 6, 2020 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Match Group, Inc. (Exact name of registrant as specified in its charter) Delaware 59-2712887 (State or other jurisdiction of incorporation or or

- S-8 POS

S-8 POS 1 tm2024128-5s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on July 6, 2020 Registration No. 333-236420 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 2 ON FORM S-8 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Match Group, Inc. (Exact name of registrant as specified in its charter) Delaware

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As filed with the Securities and Exchange Commission on July 6, 2020 Registration No.

- FORM S-8 POS

As filed with the Securities and Exchange Commission on July 6, 2020 Registration No.

- S-8

As filed with the Securities and Exchange Commission on July 6, 2020 Registration No.

MTCH / Match Group, Inc. / IAC/INTERACTIVECORP - SCHEDULE 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 18) MATCH GROUP, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 57665R106 (CUSIP Number) Jared F. Sine Chief Legal Officer and Secretary Match Group, Inc. 8750 North Central Expressway, Suite 1400 Dallas, TX 7

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4) ANGI HOMESERVICES INC. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Clas

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4) ANGI HOMESERVICES INC. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 00183L 102 (CUSIP Number) Jared F. Sine Chief Legal Officer and Secretary Match Group, Inc. 8750 North Central Expressway, Suite 1400

Transition Services Agreement, dated as of June 30, 2020, by and between IAC/InterActiveCorp (Former IAC) and IAC Holdings, Inc.

Exhibit 10.1 EXECUTION VERSION TRANSITION SERVICES AGREEMENT BY AND BETWEEN IAC/INTERACTIVECORP AND IAC HOLDINGS, INC. DATED AS OF June 30, 2020 Table of Contents Page ARTICLE I Definitions 1 Section 1.1 Defined Terms 1 Section 1.2 Interpretation; Schedules 3 ARTICLE II Agreement to Provide and Receive Services 3 Section 2.1 Provision of Services 3 Section 2.2 Shared Contracts 5 Section 2.3 Access

Certificate of Elimination, with respect to the Series A Cumulative Preferred Stock

Exhibit 3.7 CERTIFICATE OF ELIMINATION of SERIES A CUMULATIVE CONVERTIBLE PREFERRED STOCK of IAC/INTERACTIVECORP (Pursuant to Section 151 of the Delaware General Corporation Law) IAC/InterActiveCorp, a corporation organized and existing under the laws of the State of Delaware (the “Company”), in accordance with the provisions of Section 151(g) of the Delaware General Corporation Law (the “DGCL”),

Assignment of Employment Agreement among Sharmistha Dubey, Match Group, Inc. and Valentine Merger Sub LLC, dated as of June 30, 2020 (1)

Exhibit 10.14 Execution Version June 30, 2020 Ms. Sharmistha Dubey c/o Match Group Inc. 8750 North Central Expressway, Suite 1400 Dallas, Texas 75231 Assignment of Employment Agreement to New Match Dear Ms. Dubey: This letter specifies the interpretation and application of Section 4 of the Standard Terms (the “Assignment Provision”), as incorporated into the Employment Agreement, dated as of Febru

Assignment of Employment Agreement among Gary Swidler, Match Group, Inc.

Exhibit 10.17 Execution Version June 30, 2020 Mr. Gary Swidler c/o Match Group Inc. 8750 North Central Expressway, Suite 1400 Dallas, Texas 75231 Assignment of Employment Agreement to New Match Dear Mr. Swidler: This letter specifies the interpretation and application of Section 4 of the Standard Terms (the “Assignment Provision”), as incorporated into the Employment Agreement, dated as of August

Tax Matters Agreement, dated as of June 30, 2020, by and between IAC/InterActiveCorp (Former IAC) and IAC Holdings, Inc.

Exhibit 10.3 EXECUTION VERSION TAX MATTERS AGREEMENT Dated as of June 30, 2020, by and between IAC/INTERACTIVECORP and IAC HOLDINGS, INC. TABLE OF CONTENTS Page Section 1. Definition of Terms 1 Section 2. Allocation of Tax Liabilities 12 Section 2.01 General Rule. 12 Section 2.02 Allocation of United States Federal Income Tax and Federal Other Tax 12 Section 2.03 Allocation of State Income and Sta

Supplemental Indenture, dated as of June 30, 2020, by and among Match Group, Inc., Match Group Holdings II, LLC and Computershare Trust Company, N.A., as Trustee, relating to the issuance of the 5.625% Senior Notes due 2029

Exhibit 4.13 FIRST SUPPLEMENTAL INDENTURE 5.625% SENIOR NOTES DUE 2029 First Supplemental Indenture (this “Supplemental Indenture”), dated as of June 30, 2020, among Match Group Holdings II, LLC, a Delaware limited liability company (the “Successor Issuer”), Match Group, Inc. (the “Predecessor Issuer”) and Computershare Trust Company, N.A., as trustee (the “Trustee”). W I T N E S S E T H WHEREAS,

Supplemental Indenture, dated as of June 30, 2020, by and among Match Group, Inc., Match Group Holdings II, LLC and Computershare Trust Company, N.A., as Trustee, relating to the issuance of the 4.125% Senior Notes due 2030

Exhibit 4.15 FIRST SUPPLEMENTAL INDENTURE 4.125% SENIOR NOTES DUE 2030 First Supplemental Indenture (this “Supplemental Indenture”), dated as of June 30, 2020, among Match Group Holdings II, LLC, a Delaware limited liability company (the “Successor Issuer”), Match Group, Inc. (the “Predecessor Issuer”) and Computershare Trust Company, N.A., as trustee (the “Trustee”). W I T N E S S E T H WHEREAS,

Supplemental Indenture, dated as of June 30, 2020, among IAC FinanceCo 3, Inc., Match Group, Inc. and U.S. Bank National Association (as Successor Trustee to Computershare Trust Company, N.A.), relating to the 2.00% Senior Exchangeable Notes due 2030

Exhibit 4.7 Execution Version SUPPLEMENTAL INDENTURE This SUPPLEMENTAL INDENTURE, dated as of June 30, 2020 (this “Supplemental Indenture”), is entered into by and among IAC FinanceCo 3, Inc. (the “Company”, to be renamed Match Group FinanceCo 3, Inc.), Match Group, Inc. (formerly known as IAC/InterActiveCorp) (the “Reference Entity”), as Reference Entity and Computershare Trust Company, N.A., as

Supplemental Indenture, dated as of June 30, 2020, by and among Match Group, Inc., Match Group Holdings II, LLC and Computershare Trust Company, N.A., as Trustee, relating to the 5.000% Senior Notes due 2027

Exhibit 4.9 FIRST SUPPLEMENTAL INDENTURE 5.000% SENIOR NOTES DUE 2027 First Supplemental Indenture (this “Supplemental Indenture”), dated as of June 30, 2020, among Match Group Holdings II, LLC, a Delaware limited liability company (the “Successor Issuer”), Match Group, Inc. (the “Predecessor Issuer”) and Computershare Trust Company, N.A., as trustee (the “Trustee”). W I T N E S S E T H WHEREAS, t

Supplemental Indenture, dated as of June 30, 2020, by and among Match Group, Inc., Match Group Holdings II, LLC and Computershare Trust Company, N.A., as Trustee, relating to the 4.625% Senior Notes due 2028

Exhibit 4.11 FIRST SUPPLEMENTAL INDENTURE 4.625% SENIOR NOTES DUE 2028 First Supplemental Indenture (this “Supplemental Indenture”), dated as of June 30, 2020, among Match Group Holdings II, LLC, a Delaware limited liability company (the “Successor Issuer”), Match Group, Inc. (the “Predecessor Issuer”) and Computershare Trust Company, N.A., as trustee (the “Trustee”). W I T N E S S E T H WHEREAS,

Demand Promissory Note, dated as of June 30, 2020, by IAC/InterActiveCorp.

Exhibit 4.1 Execution Version DEMAND PROMISSORY NOTE $853,598,364.00 June 30, 2020 FOR VALUE RECEIVED, the undersigned, IAC/InterActiveCorp, a Delaware corporation (the “Company”, which term includes any successor of the Company), hereby unconditionally promises to pay to Match Group, Inc., a Delaware corporation (the “Payee”, which term includes any successor of the Payee), the principal amount o

Certificate of Elimination, with respect to the Series C Cumulative Preferred Stock.

Exhibit 3.9 CERTIFICATE OF ELIMINATION of SERIES C CUMULATIVE PREFERRED STOCK of IAC/INTERACTIVECORP (Pursuant to Section 151 of the Delaware General Corporation Law) IAC/InterActiveCorp, a corporation organized and existing under the laws of the State of Delaware (the “Company”), in accordance with the provisions of Section 151(g) of the Delaware General Corporation Law (the “DGCL”), hereby certi

First Amendment to Match Group, Inc. (Former Match Group) Amended and Restated 2017 Stock and Annual Incentive Plan (1)

Exhibit 10.5 First Amendment to the Match Group, Inc. Amended and Restated 2017 Stock and Annual Incentive Plan THIS FIRST AMENDMENT to the Match Group, Inc. Amended and Restated 2017 Stock Incentive Plan, (the “Plan”), is effective as of June 30, 2020. Capitalized terms used but not defined in this First Amendment shall have the meanings set forth in the Plan. Background WHEREAS, on December 19,

Supplemental Indenture, dated as of June 30, 2020, among IAC FinanceCo 2, Inc., Match Group, Inc. and U.S. Bank National Association (as Successor Trustee to Computershare Trust Company, N.A.), relating to the 0.875% Senior Exchangeable Notes due 2026

Exhibit 4.5 Execution Version SUPPLEMENTAL INDENTURE This SUPPLEMENTAL INDENTURE, dated as of June 30, 2020 (this “Supplemental Indenture”), is entered into by and among IAC FinanceCo 2, Inc. (the “Company”, to be renamed Match Group FinanceCo 2, Inc.), Match Group, Inc. (formerly known as IAC/InterActiveCorp) (the “Reference Entity”), as Reference Entity and Computershare Trust Company, N.A., as

Joinder and Reaffirmation Agreement, dated as June 30, 2020, by and among Match Group, Inc., Match Group Holdings II, LLC, JPMorgan Chase Bank, N.A., as administrative agent, and the other parties thereto, to the Credit Agreement, dated as of November 16, 2015, among Match Group, Inc. (Former Match Group), as borrower, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the other parties thereto, as amended

Exhibit 10.25 EXECUTION VERSION JOINDER AND REAFFIRMATION AGREEMENT JOINDER AND REAFFIRMATION AGREEMENT, dated as of June 30, 2020 (this “Agreement”), among Match Group, Inc. (the “Existing Borrower”), Match Group Holdings II, LLC (the “Successor Borrower”), each of the subsidiaries of the Borrower set forth on Schedule 1 hereto (the “Reaffirming Parties”), and JPMORGAN CHASE BANK, N.A., as admini

Certificate of Elimination, with respect to the Series 2 Mandatory Exchangeable Preferred Stock

Exhibit 3.6 CERTIFICATE OF ELIMINATION of SERIES 2 MANDATORY EXCHANGEABLE PREFERRED STOCK of IAC/INTERACTIVECORP (Pursuant to Section 151 of the Delaware General Corporation Law) IAC/InterActiveCorp, a corporation organized and existing under the laws of the State of Delaware (the “Company”), in accordance with the provisions of Section 151(g) of the Delaware General Corporation Law (the “DGCL”),

Second Amendment to Match Group, Inc. (Former Match Group) 2015 Stock and Annual Incentive Plan (1)

Exhibit 10.10 Second Amendment to the Match Group, Inc. 2015 Stock and Annual Incentive Plan THIS SECOND AMENDMENT to the Match Group, Inc. 2015 Stock and Annual Incentive Plan, (the “Plan”), is effective as of June 30, 2020. Capitalized terms used but not defined in this Second Amendment shall have the meanings set forth in the Plan. Background WHEREAS, on December 19, 2019, Match Group, Inc., a

Certificate of Elimination, with respect to the Series 1 Mandatory Exchangeable Preferred Stock

Exhibit 3.5 CERTIFICATE OF ELIMINATION of SERIES 1 MANDATORY EXCHANGEABLE PREFERRED STOCK of IAC/INTERACTIVECORP (Pursuant to Section 151 of the Delaware General Corporation Law) IAC/InterActiveCorp, a corporation organized and existing under the laws of the State of Delaware (the “Company”), in accordance with the provisions of Section 151(g) of the Delaware General Corporation Law (the “DGCL”),