Groupon (NASDAQ: GRPN) awards new RSU and PSU grants to its CAO
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Netzly Kyle reported acquisition or exercise transactions in this Form 4 filing.
Groupon, Inc. reported a Form 4 showing compensation-related equity awards to Chief Accounting Officer Kyle Netzly. He received 6,131 performance share units (PSUs) and 9,197 restricted stock units (RSUs), each representing a contingent right to one share of Groupon common stock.
The RSUs vest in three equal tranches on May 1, 2027, May 1, 2028, and May 1, 2029, subject to continued service and a year-end performance review modifier ranging from 0% to 300% per tranche. The PSUs vest based on Groupon’s relative total shareholder return versus the Russell 2000 Index over a three-year period from May 1, 2026 to May 1, 2029, with cliff vesting on May 1, 2029 and a payout range of 0% to 300%, capped at 100% in the event of negative total shareholder return.
Positive
- None.
Negative
- None.
Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
Netzly Kyle
Role
Chief Accounting Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Restricted Stock Units | 9,197 | $0.00 | -- |
| Grant/Award | Performance Share Units | 6,131 | $0.00 | -- |
Holdings After Transaction:
Restricted Stock Units — 9,197 shares (Direct, null);
Performance Share Units — 6,131 shares (Direct, null)
Footnotes (1)
- Each restricted stock unit ("RSU") represents a contingent right to receive one share of Groupon, Inc. (the "Issuer") Common Stock. The RSUs will vest in three equal tranches (one third on each of May 1, 2027, May 1, 2028, and May 1, 2029), subject to continued service and a year-end performance review modifier of 0% to 300% per tranche. Each performance share unit ("PSU") represents a contingent right to receive one share of Issuer Common Stock. The number of shares of Common Stock that will be acquired upon the vesting of the PSUs is contingent upon the Company's relative TSR vs. Russell 2000 Index over a three-year performance period (May 1, 2026 to May 1, 2029). The PSUs will cliff vest on May 1, 2029, ranging from 0% (at or below 50th percentile) to 300% (at or above 90th percentile). In the event of negative TSR, payout is capped at 100%.
Key Figures
RSU grant size: 9,197 units
PSU grant size: 6,131 units
RSU vesting dates: May 1, 2027/2028/2029
+3 more
6 metrics
RSU grant size
9,197 units
Restricted stock units granted to CAO on May 1, 2026
PSU grant size
6,131 units
Performance share units granted to CAO on May 1, 2026
RSU vesting dates
May 1, 2027/2028/2029
Three equal tranches, subject to service and performance modifier
Performance modifier range
0%–300%
Year-end performance review modifier per RSU tranche
PSU performance period
May 1, 2026–May 1, 2029
Relative TSR vs. Russell 2000 determines PSU payout
PSU payout cap in negative TSR
100%
Maximum payout if total shareholder return is negative
Key Terms
Restricted stock unit (RSU), Performance share unit (PSU), total shareholder return (TSR), Russell 2000 Index, +1 more
5 terms
Restricted stock unit (RSU) financial
"Each restricted stock unit ("RSU") represents a contingent right to receive one share"
A restricted stock unit (RSU) is a promise from a company to give an employee company shares (or cash equal to their value) at a future date if certain conditions are met, such as staying with the company or hitting performance targets. For investors, RSUs matter because when they convert into actual shares they increase the number of shares available and can create selling pressure as employees cash out—think of them as a future paycheck paid in company stock.
Russell 2000 Index financial
"relative TSR vs. Russell 2000 Index over a three-year performance period"
A stock-market benchmark that tracks about 2,000 small-cap U.S. companies, the Russell 2000 gives a snapshot of how smaller publicly traded firms are performing. Investors use it like a thermometer or yardstick for the small-company segment of the market—funds and portfolio managers compare returns to it, and its movements can signal changes in economic risk appetite or growth expectations; it is weighted so larger small companies have a bigger influence on the index.
cliff vest financial
"The PSUs will cliff vest on May 1, 2029, ranging from 0% to 300%"
A cliff vest is a schedule for stock options or restricted shares where no ownership rights are earned until a fixed date, after which a set portion becomes fully owned all at once — like a probation period that suddenly unlocks pay. Investors watch cliff vests because they influence when insiders can sell shares, affect staff retention and dilution timing, and help predict short-term changes in a company’s shareholder makeup.
FAQ
What insider transaction did Groupon (GRPN) report for Kyle Netzly?
Groupon reported that Chief Accounting Officer Kyle Netzly received equity awards of RSUs and PSUs as compensation. These awards give him the contingent right to receive Groupon common stock if future service and performance conditions are satisfied over multi-year vesting periods.
How many RSUs and PSUs were granted to Groupon CAO Kyle Netzly?
Kyle Netzly was granted 9,197 restricted stock units (RSUs) and 6,131 performance share units (PSUs). Each unit represents a contingent right to receive one share of Groupon common stock, subject to specific service and performance conditions described in the Form 4 footnotes.
What is the vesting schedule for Kyle Netzly’s Groupon RSU grant?
The RSUs vest in three equal tranches on May 1, 2027, May 1, 2028, and May 1, 2029. Vesting is conditioned on continued service and a year-end performance review modifier that can adjust each tranche between 0% and 300% of the target amount.
When do Kyle Netzly’s Groupon PSUs vest and what are the payout limits?
The PSUs cliff vest on May 1, 2029 after a three-year performance period. The payout can range from 0% up to 300% of the target share amount, but if Groupon’s total shareholder return is negative, the payout is capped at 100%.