Match Group Insider Grant: Cavens Receives 8.25k RSUs, Aligns Board with Shareholders

Rhea-AI Filing Summary

Insider transaction overview – Match Group (MTCH)

Form 4 shows director Darrell Cavens was granted 8,250 restricted stock units (RSUs) on 06/18/2025. Each RSU converts 1-for-1 into common shares at no cost. The award vests on the earlier of June 18 2026 or the next annual shareholder meeting, contingent on continued board service. After the grant, Cavens beneficially owns 8,250 derivative securities; no open-market purchases or sales were reported and no non-derivative holdings were disclosed.

The filing represents a routine equity-based compensation grant that modestly increases insider equity alignment but does not immediately alter Match Group’s share count or cash position.

Positive

• Director awarded 8,250 RSUs, modestly increasing insider equity alignment and signaling continued board commitment

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine RSU grant; negligible near-term financial impact, modest alignment benefit.

The 8,250-unit RSU award to director Darrell Cavens is standard board compensation. It is non-cash, non-dilutive until vesting and therefore has no immediate effect on income statement or cash flow. Settlement would increase outstanding shares by roughly 0.003% based on ~282 million shares, an immaterial level. From a governance perspective, additional equity exposure can improve board-shareholder alignment, but the size is small relative to total insider holdings. I view the filing as informational with neutral valuation impact.

Corporate Governance Expert

TL;DR: Standard director equity award supports alignment; no red flags observed.

Granting annual RSUs that vest at the next shareholder meeting is common best practice, tying director compensation to company performance over their service period. No accelerated vesting or special terms are noted. Filing timeliness is compliant with Section 16(a). Because the units vest within a year and require continued service, the structure incentivizes board engagement without excessive entrenchment risk. Overall, the transaction is routine and corporate-governance neutral.

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
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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^*

CAVENS DARRELL

(Last) (First) (Middle)

MATCH GROUP, INC.

8750 N. CENTRAL EXPRESSWAY, SUITE 1400

(Street)

DALLAS TX 75231

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Match Group, Inc. [ MTCH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025

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

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
Restricted Stock Units	(1)	06/18/2025		A		8,250		(2)	(2)	Common Stock, par value $0.001	8,250	$0	8,250	D

Explanation of Responses:

1. Restricted stock units convert into common stock on a one-for-one basis.

2. Represents restricted stock units that vest on the earlier of (i) June 18, 2026 and (ii) the date of the next Annual Stockholder Meeting of Match Group, Inc. following the grant date, subject to continued service.

Remarks:

	David Shipley as Attorney-in-Fact for Darrell Cavens	06/23/2025
	** 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 insider transaction did Match Group (MTCH) report?

Director Darrell Cavens received 8,250 restricted stock units on 06/18/2025.

Were any Match Group shares sold in this Form 4?

No. The filing shows only an acquisition of RSUs; there were no sales or open-market purchases.

When will the 8,250 RSUs granted to Darrell Cavens vest?

They vest on the earlier of June 18 2026 or the next Match Group annual shareholder meeting, subject to continued service.

What is the cost basis of the RSU grant?

The RSUs were granted at $0 exercise price; they convert 1-for-1 into common shares upon vesting.

How many derivative securities does Darrell Cavens now hold?

Following the transaction, Cavens beneficially owns 8,250 derivative securities (the RSUs) directly.