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[Form 4] Grindr Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Zachary Katz, General Counsel and Head of Global Affairs at Grindr Inc. (GRND), reported two transactions on 09/15/2025. The issuer withheld 31,484 shares from restricted stock units that vested on September 12, 2025 to satisfy tax withholding, reducing his reported holdings to 563,628 shares. Separately, 7,644 shares were sold under a Rule 10b5-1 trading plan adopted March 17, 2025, at a weighted average price of $15.64 (individual sale prices ranged $15.38–$16.14), leaving 555,984 shares. The Form 4 was signed by an attorney-in-fact on behalf of Katz on 09/17/2025.

Positive

  • Transactions disclosed in Form 4 showing regulatory compliance with Section 16 reporting
  • Sale executed under a Rule 10b5-1 trading plan adopted March 17, 2025, reducing appearance of ad hoc insider trading
  • Tax withholding handled by issuer through RSU share withholding, a common administrative practice

Negative

  • Insider sold 7,644 shares, which is a disposition of company equity (though small relative to total holdings)
  • Weighted average sale price $15.64 may be lower than some withheld-share pricing, indicating partial dilution of holdings value

Insights

TL;DR Routine insider withholding for taxes and a planned sale under a 10b5-1 program; no obvious material change to holdings.

The filing shows a tax-withholding share forfeiture of 31,484 vested RSU shares and a Rule 10b5-1 plan sale of 7,644 shares at a weighted average price of $15.64. Post-transactions beneficial ownership remains substantial at 555,984 shares. These are standard administrative and preplanned transactions rather than ad hoc sales, reducing concerns about information-driven trading. The reported sale size is small relative to total holdings, suggesting limited immediate market impact.

TL;DR Actions reflect compliance with tax withholding and a pre-established trading plan, aligning with good governance practices.

The issuer withheld vested RSU shares to meet tax obligations and the sale was executed pursuant to a 10b5-1 plan adopted on March 17, 2025, which provides an affirmative defense under Rule 10b5-1(c). The Form 4 was properly executed by an attorney-in-fact. From a governance standpoint, the filing documents routine, documented insider activity and disclosure practices consistent with regulatory expectations.

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).
X
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)
09/15/2025
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 09/15/2025 F(1) 31,484 D $16.07 563,628 D
Common Stock 09/15/2025 S(2) 7,644 D $15.64(3) 555,984 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
Explanation of Responses:
1. The Reporting Person is reporting the withholding by the Issuer of 31,484 shares of common stock that vested on September 12, 2025 pursuant to restricted stock units ("RSUs") but that were not issued in order to satisfy the Reporting Person's tax withholding obligations upon settlement of the RSUs.
2. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan, adopted March 17, 2025.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.38 to $16.14, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
/s/ Bella Zaslavsky, Attorney-in-Fact 09/17/2025
** 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.

FAQ

What did Zachary Katz (GRND) report on the Form 4 filed in September 2025?

The Form 4 reports withholding of 31,484 vested RSU shares for tax purposes and a sale of 7,644 shares under a Rule 10b5-1 plan on 09/15/2025.

How many shares does Katz beneficially own after the reported transactions?

After the withholding transaction his holdings were 563,628 shares and after the Rule 10b5-1 sale reported his holdings were 555,984 shares.

At what price were the shares sold under the 10b5-1 plan?

The weighted average sale price was $15.64, with individual sale prices ranging from $15.38 to $16.14.

Were the RSU shares issued to Katz or withheld?

The issuer withheld 31,484 RSU shares that vested on September 12, 2025 to satisfy the Reporting Person's tax withholding obligations.

Who signed the Form 4 on behalf of the reporting person?

The Form 4 was signed by Bella Zaslavsky, Attorney-in-Fact on behalf of Zachary Katz on 09/17/2025.
Grindr Inc

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Software - Application
Services-computer Programming, Data Processing, Etc.
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United States
WEST HOLLYWOOD