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Grindr (NASDAQ: GRND) awards General Counsel RSUs and PSUs with price hurdles

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Grindr Inc.'s General Counsel and Head of Global Affairs reported receiving new equity awards in the company. On 11/30/2025, the executive acquired 270,000 restricted stock units (RSUs) at a price of $0, bringing total beneficial ownership of common stock to 760,520 shares after the transaction.

The RSUs represent the right to receive one share of common stock per unit, with 20% scheduled to vest annually on November 11 of each year from 2026 through 2030, subject to continuous service. The executive also received performance-based restricted stock units (PSUs) covering 15,000, 60,000, and 60,000 shares, which vest only if stock price and specified market capitalization or financial performance conditions are achieved by dates through December 31, 2027 and March 31, 2029, and if the executive remains in continuous service.

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Insider Katz Zachary
Role GC and Head of Global Affairs
Type Security Shares Price Value
Grant/Award Performance Based Restricted Stock Units 15,000 $0.00 --
Grant/Award Performance Based Restricted Stock Units 60,000 $0.00 --
Grant/Award Performance Based Restricted Stock Units 60,000 $0.00 --
Grant/Award Common Stock 270,000 $0.00 --
Holdings After Transaction: Performance Based Restricted Stock Units — 15,000 shares (Direct); Common Stock — 760,520 shares (Direct)
Footnotes (1)
  1. Represents the number of shares of the Issuer's common stock ("Common Stock") underlying restricted stock units ("RSUs"). Each RSU represents the contingent right to receive one share of Common Stock upon settlement. 20% of RSUs will vest and settle into Common Stock on November 11, 2026, November 11, 2027, November 11, 2028, November 11, 2029, and November 11, 2030, in each case, subject to the Reporting Person's Continuous Service (as defined in the Issuer's Amended and Restated 2022 Equity Incentive Plan (the "2022 Plan")) through each such date. Each performance-based restricted stock unit ("PSU") represents a contingent right to receive one share of Common Stock. The PSUs will vest 50% if the volume weighted average price ("VWAP") of Common Stock during any period of 20 consecutive trading days during a specified period equals or exceeds $16.64 and 50% of the PSUs will vest if the VWAP of Common Stock during any period of 20 consecutive trading days during a specified period equals or exceeds $20.81, in each case subject to the Reporting Person's Continuous Service (as defined in the 2022 Plan) through each such date. Each PSU represents a contingent right to receive one share of Common Stock. The PSUs will vest on the first occasion on or prior to December 31, 2027 that (a) the VWAP of Common Stock over any period of 15 consecutive trading days equals or exceeds $26, or (b) specified market cap or financial performance conditions are met, in each case subject to the Reporting Person's Continuous Service (as defined in the 2022 Plan) through each such date. Each PSU represents a contingent right to receive one share of Common Stock. The PSUs will vest on the first occasion on or prior to March 31, 2029 that (a) the average VWAP of Common Stock over any period of 15 consecutive trading days equals or exceeds $39, or (b) specified market cap or financial performance conditions are met, in each case subject to the Reporting Person's Continuous Service (as defined in the 2022 Plan) through each such date.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Katz Zachary
(Last) (First) (Middle)
C/O GRINDR INC.
750 N.SAN VICENTE BLVD. STE RE1400
(Street)
WEST HOLLYWOOD CA 90069
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Grindr Inc. [ GRND ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
GC and Head of Global Affairs
3. Date of Earliest Transaction (Month/Day/Year)
11/30/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/30/2025 A 270,000(1) A $0 760,520 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Based Restricted Stock Units (2) 11/30/2025 A 15,000 (2) (2) Common Stock 15,000 $0 15,000 D
Performance Based Restricted Stock Units (3) 11/30/2025 A 60,000 (3) 12/31/2027 Common Stock 60,000 $0 60,000 D
Performance Based Restricted Stock Units (4) 11/30/2025 A 60,000 (4) 03/31/2029 Common Stock 60,000 $0 60,000 D
Explanation of Responses:
1. Represents the number of shares of the Issuer's common stock ("Common Stock") underlying restricted stock units ("RSUs"). Each RSU represents the contingent right to receive one share of Common Stock upon settlement. 20% of RSUs will vest and settle into Common Stock on November 11, 2026, November 11, 2027, November 11, 2028, November 11, 2029, and November 11, 2030, in each case, subject to the Reporting Person's Continuous Service (as defined in the Issuer's Amended and Restated 2022 Equity Incentive Plan (the "2022 Plan")) through each such date.
2. Each performance-based restricted stock unit ("PSU") represents a contingent right to receive one share of Common Stock. The PSUs will vest 50% if the volume weighted average price ("VWAP") of Common Stock during any period of 20 consecutive trading days during a specified period equals or exceeds $16.64 and 50% of the PSUs will vest if the VWAP of Common Stock during any period of 20 consecutive trading days during a specified period equals or exceeds $20.81, in each case subject to the Reporting Person's Continuous Service (as defined in the 2022 Plan) through each such date.
3. Each PSU represents a contingent right to receive one share of Common Stock. The PSUs will vest on the first occasion on or prior to December 31, 2027 that (a) the VWAP of Common Stock over any period of 15 consecutive trading days equals or exceeds $26, or (b) specified market cap or financial performance conditions are met, in each case subject to the Reporting Person's Continuous Service (as defined in the 2022 Plan) through each such date.
4. Each PSU represents a contingent right to receive one share of Common Stock. The PSUs will vest on the first occasion on or prior to March 31, 2029 that (a) the average VWAP of Common Stock over any period of 15 consecutive trading days equals or exceeds $39, or (b) specified market cap or financial performance conditions are met, in each case subject to the Reporting Person's Continuous Service (as defined in the 2022 Plan) through each such date.
/s/ Bella Zaslavsky, Attorney-in-Fact 12/02/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Grindr (GRND) report for its General Counsel?

The General Counsel and Head of Global Affairs of Grindr Inc. reported receiving 270,000 RSUs and several grants of performance-based restricted stock units (PSUs) on 11/30/2025, all at a price of $0 as equity compensation.

How many Grindr (GRND) shares does the reporting person beneficially own after this Form 4 transaction?

After the reported equity awards, the executive beneficially owns 760,520 shares of Grindr Inc. common stock in direct ownership.

How do the new RSUs for Grindr (GRND) vest for the reporting person?

The 270,000 RSUs vest in five equal installments: 20% on each of November 11, 2026, 2027, 2028, 2029, and 2030, provided the executive maintains continuous service as defined in Grindr's Amended and Restated 2022 Equity Incentive Plan.

What are the stock price conditions for the Grindr (GRND) PSUs granted to the executive?

One PSU grant of 15,000 units vests 50% if the volume weighted average price (VWAP) reaches at least $16.64 for 20 consecutive trading days during a specified period and the remaining 50% if VWAP reaches at least $20.81 for 20 consecutive trading days, in each case subject to continuous service.

What additional performance targets apply to the 2027 PSUs for Grindr (GRND)?

A PSU grant of 60,000 units will vest on the first occasion on or before December 31, 2027 when either the VWAP equals or exceeds $26 over 15 consecutive trading days or specified market capitalization or financial performance conditions are met, subject to continuous service.

What are the long-term performance conditions for the 2029 PSUs at Grindr (GRND)?

Another PSU grant of 60,000 units will vest on the first occasion on or before March 31, 2029 when the average VWAP equals or exceeds $39 over 15 consecutive trading days or specified market capitalization or financial performance conditions are achieved, with continuous service required.

Is this Grindr (GRND) Form 4 transaction a purchase or a grant of equity?

The Form 4 reflects grants of RSUs and PSUs to the executive at a price of $0 as part of equity compensation, rather than open-market purchases or sales.