STOCK TITAN

Match Group (MTCH) CFO logs RSU vesting and 5,249 shares for tax withholding

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

Rhea-AI Filing Summary

Match Group, Inc. Chief Financial Officer Steven Richard Bailey Jr. reported compensation-related stock activity, not open-market trading. On June 1, 2026, he exercised restricted stock units and related dividend equivalents that convert into common stock on a one-for-one basis, adding to his direct ownership. In connection with these vestings, a total of 5,249 shares of common stock were disposed of at $36.13 per share to cover tax obligations, a standard tax-withholding mechanism rather than a discretionary sale. Footnotes explain that the restricted stock units and dividend equivalents vest over time in quarterly installments, subject to continued service.

Positive

  • None.

Negative

  • None.

Insights

CFO’s Form 4 shows routine RSU vesting with tax withholding, not open-market trades.

Match Group’s CFO, Steven Richard Bailey Jr., exercised restricted stock units and related dividend equivalents that convert into common stock on a one-for-one basis. The filing shows 13,336 shares acquired through derivative exercises and conversions tied to prior equity awards.

To satisfy tax liabilities on these vestings, 5,249 shares were disposed of at $36.13 per share via F-code transactions, which represent tax-withholding dispositions, not market sales. There are no P- or S-code open-market buys or sells, and the derivative summary is empty, indicating the covered awards were fully converted.

Because these transactions reflect scheduled vesting and associated tax withholding rather than discretionary trading, they usually carry limited informational value about management’s outlook. Subsequent company filings may provide additional context on future equity awards and ongoing vesting schedules.

Insider Bailey Steven Richard Jr.
Role Chief Financial Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 1,791 $0.00 --
Exercise Dividend Equivalents 66 $0.00 --
Exercise Restricted Stock Units 4,611 $0.00 --
Exercise Dividend Equivalents 139 $0.00 --
Exercise Restricted Stock Units 6,692 $0.00 --
Exercise Dividend Equivalents 37 $0.00 --
Exercise Common Stock, par value $0.001 1,791 $0.00 --
Exercise Common Stock, par value $0.001 66 $0.00 --
Tax Withholding Common Stock, par value $0.001 731 $36.13 $26K
Exercise Common Stock, par value $0.001 4,611 $0.00 --
Exercise Common Stock, par value $0.001 139 $0.00 --
Tax Withholding Common Stock, par value $0.001 1,870 $36.13 $68K
Exercise Common Stock, par value $0.001 6,692 $0.00 --
Exercise Common Stock, par value $0.001 37 $0.00 --
Tax Withholding Common Stock, par value $0.001 2,648 $36.13 $96K
Holdings After Transaction: Restricted Stock Units — 5,373 shares (Direct, null); Dividend Equivalents — 196 shares (Direct, null); Common Stock, par value $0.001 — 29,993 shares (Direct, null)
Footnotes (1)
  1. Restricted stock units convert into common stock on a one-for-one basis. Dividend equivalents convert into common stock on a one-for-one basis. Represents restricted stock units that vested/vest as to 1/3 on March 1, 2025 and as to 1/12 every three months thereafter, subject to continued service. The dividend equivalents accrued on restricted stock units that vested/vest as to 1/3 on March 1, 2025 and as to 1/12 every three months thereafter, subject to continued service. The dividend equivalents vest proportionately with the restricted stock units. Represents restricted stock units that vested/vest as to 1/3 on March 1, 2026 and as to 1/12 every three months thereafter, subject to continued service. The dividend equivalents accrued on restricted stock units that vested/vest as to 1/3 on March 1, 2026 and as to 1/12 every three months thereafter, subject to continued service. The dividend equivalents vest proportionately with the restricted stock units. Represents restricted stock units that vested/vest as to 1/12 every three months starting on June 1, 2026, subject to continued service. The dividend equivalents accrued on restricted stock units that vested/vest as to 1/12 every three months starting on June 1, 2026, subject to continued service. The dividend equivalents vest proportionately with the restricted stock units.
Shares from derivative exercises 13,336 shares ExerciseShares in transaction summary
Shares for tax withholding 5,249 shares TaxWithholdingShares in transaction summary
Tax withholding share price $36.13 per share F-code dispositions of common stock
Acquire-direction transactions 12 transactions AcquireCount in transaction summary
Dispose-direction transactions 3 transactions DisposeCount in transaction summary
Derivative exercises 6 transactions ExerciseCount in transaction summary
Restricted Stock Units financial
"Represents restricted stock units that vested/vest as to 1/3 on March 1, 2025 and as to 1/12 every three months thereafter, subject to continued service."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Dividend Equivalents financial
"The dividend equivalents accrued on restricted stock units that vested/vest as to 1/3 on March 1, 2025 and as to 1/12 every three months thereafter, subject to continued service."
Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
vest financial
"vested/vest as to 1/3 on March 1, 2026 and as to 1/12 every three months thereafter, subject to continued service."
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.
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SEC Form 4
FORM 4UNITED 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*
Bailey Steven Richard Jr.

(Last)(First)(Middle)
MATCH GROUP, INC.
8750 N. CENTRAL EXPRESSWAY, SUITE 1400

(Street)
DALLAS TEXAS 75231

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Match Group, Inc. [ MTCH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock, par value $0.00106/01/2026M1,791A(1)29,993D
Common Stock, par value $0.00106/01/2026M66A(2)30,059D
Common Stock, par value $0.00106/01/2026F731D$36.1329,328D
Common Stock, par value $0.00106/01/2026M4,611A(1)33,939D
Common Stock, par value $0.00106/01/2026M139A(2)34,078D
Common Stock, par value $0.00106/01/2026F1,870D$36.1332,208D
Common Stock, par value $0.00106/01/2026M6,692A(1)38,900D
Common Stock, par value $0.00106/01/2026M37A(2)38,937D
Common Stock, par value $0.00106/01/2026F2,648D$36.1336,289D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)06/01/2026M1,79103/01/2025(3)03/01/2027(3)Common Stock, par value $0.0011,791$05,373D
Dividend Equivalents(2)06/01/2026M6603/01/2025(4)03/01/2027(4)Common Stock, par value $0.00166$0196D
Restricted Stock Units(1)06/01/2026M4,61103/01/2026(5)03/01/2028(5)Common Stock, par value $0.0014,611$032,280D
Dividend Equivalents(2)06/01/2026M13903/01/2026(6)03/01/2028(6)Common Stock, par value $0.001139$0981D
Restricted Stock Units(1)06/01/2026M6,69206/01/2026(7)03/01/2029(7)Common Stock, par value $0.0016,692$073,616D
Dividend Equivalents(2)06/01/2026M3706/01/2026(8)03/01/2029(8)Common Stock, par value $0.00137$0410D
Explanation of Responses:
1. Restricted stock units convert into common stock on a one-for-one basis.
2. Dividend equivalents convert into common stock on a one-for-one basis.
3. Represents restricted stock units that vested/vest as to 1/3 on March 1, 2025 and as to 1/12 every three months thereafter, subject to continued service.
4. The dividend equivalents accrued on restricted stock units that vested/vest as to 1/3 on March 1, 2025 and as to 1/12 every three months thereafter, subject to continued service. The dividend equivalents vest proportionately with the restricted stock units.
5. Represents restricted stock units that vested/vest as to 1/3 on March 1, 2026 and as to 1/12 every three months thereafter, subject to continued service.
6. The dividend equivalents accrued on restricted stock units that vested/vest as to 1/3 on March 1, 2026 and as to 1/12 every three months thereafter, subject to continued service. The dividend equivalents vest proportionately with the restricted stock units.
7. Represents restricted stock units that vested/vest as to 1/12 every three months starting on June 1, 2026, subject to continued service.
8. The dividend equivalents accrued on restricted stock units that vested/vest as to 1/12 every three months starting on June 1, 2026, subject to continued service. The dividend equivalents vest proportionately with the restricted stock units.
Remarks:
David Shipley as Attorney-in-Fact for Steven Richard Bailey Jr.06/03/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Match Group (MTCH) CFO Steven Bailey report in this Form 4?

The CFO reported exercises of restricted stock units and dividend equivalents that converted into common stock, along with related tax-withholding dispositions. These actions reflect scheduled equity vesting under his compensation plan rather than new open-market purchases or sales of Match Group stock.

How many Match Group (MTCH) shares were acquired through equity award exercises?

The filing shows derivative exercises totaling 13,336 shares, coming from restricted stock units and dividend equivalents that convert one-for-one into common stock. These shares arise from previously granted equity awards that vested over time, subject to the CFO’s continued service at Match Group.

How many Match Group (MTCH) shares were used to cover taxes in this Form 4?

A total of 5,249 shares were disposed of in F-code transactions at $36.13 per share to satisfy tax obligations. These tax-withholding dispositions are processed by delivering shares to cover taxes due on vested equity awards, not through discretionary open-market selling.

Were there any open-market purchases or sales by the Match Group (MTCH) CFO?

No open-market purchases or sales are reported. The Form 4 contains M-code derivative exercises and F-code tax-withholding dispositions only. This indicates the activity is tied to vesting of existing equity awards, not new decisions to buy or sell Match Group stock on the market.

What do the restricted stock unit footnotes mean for Match Group (MTCH) investors?

The footnotes explain that restricted stock units and dividend equivalents convert into common stock on a one-for-one basis and vest over time. Vesting typically occurs in quarterly installments, such as one-third on a specified date and one-twelfth every three months, contingent on continued service.

How are dividend equivalents treated in the Match Group (MTCH) CFO’s equity awards?

Dividend equivalents accrue on restricted stock units and convert into common stock on a one-for-one basis. They vest proportionately with the underlying restricted stock units, following the same schedule, and are reported as derivative securities that ultimately deliver additional common shares upon vesting.