LendingTree (NASDAQ: TREE) CFO logs RSU conversions and tax-withholding share disposals

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

LendingTree, Inc. Chief Financial Officer Jason Bengel reported multiple equity compensation transactions. He exercised restricted stock units that convert into common stock on a one-for-one basis, receiving several lots of common shares at a price of $0.0000 per share. To cover tax liabilities related to these awards, shares of common stock were disposed of through tax-withholding transactions at $37.3700 per share. The footnotes explain that some restricted stock units vest in three substantially equal installments beginning on March 1, 2025, while others vest in two substantially equal annual installments beginning on March 2, 2025, under the terms of the original award agreements.

Insider Trade Summary

6,167 shares exercised/converted

Mixed 9 txns

Insider Bengel Jason

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	1,000	$0.00	--
Exercise	Common Stock	1,000	$0.00	--
Tax Withholding	Common Stock	285	$37.37	$11K
Exercise	Restricted Stock Units	4,000	$0.00	--
Exercise	Restricted Stock Units	1,167	$0.00	--
Exercise	Common Stock	4,000	$0.00	--
Tax Withholding	Common Stock	1,242	$37.37	$46K
Exercise	Common Stock	1,167	$0.00	--
Tax Withholding	Common Stock	394	$37.37	$15K

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 11,048 shares (Direct)

Footnotes (1)

Restricted stock units convert into common stock on a one-for-one basis. These restricted stock units vest in three substantially equal installments beginning on March 1, 2025, in accordance with the terms of the original award agreement. These restricted stock units will vest in two substantially equal annual installments beginning on March 2, 2025, in accordance with the terms of the original award agreement.

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Form 4 Insider Transactions: What Each Field Means →

03/03/2026 - 07:45 PM

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^*

Bengel Jason

(Last)

(First)

(Middle)

1415 VANTAGE PARK DR.

SUITE 700

(Street)

CHARLOTTE

28203

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
LendingTree, Inc. [ TREE ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/01/2026		M		4,000	A	⁽¹⁾	10,517	D
Common Stock	03/01/2026		F		1,242	D	$37.37	9,275	D
Common Stock	03/01/2026		M		1,167	A	⁽¹⁾	10,442	D
Common Stock	03/01/2026		F		394	D	$37.37	10,048	D
Common Stock	03/02/2026		M		1,000	A	⁽¹⁾	11,048	D
Common Stock	03/02/2026		F		285	D	$37.37	10,763	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	03/01/2026		M			4,000	⁽²⁾	⁽²⁾	Common Stock	4,000	$0	4,001	D
Restricted Stock Units	⁽¹⁾	03/01/2026		M			1,167	⁽²⁾	⁽²⁾	Common Stock	1,167	$0	1,167	D
Restricted Stock Units	⁽¹⁾	03/02/2026		M			1,000	⁽³⁾	⁽³⁾	Common Stock	1,000	$0	0	D

Explanation of Responses:

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

2. These restricted stock units vest in three substantially equal installments beginning on March 1, 2025, in accordance with the terms of the original award agreement.

3. These restricted stock units will vest in two substantially equal annual installments beginning on March 2, 2025, in accordance with the terms of the original award agreement.

	/s/ Heather Enlow-Novitsky as Attorney-in-Fact for Jason Bengel	03/03/2026
	** 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 did LendingTree (TREE) CFO Jason Bengel report in this Form 4?

LendingTree CFO Jason Bengel reported exercises of restricted stock units into common stock and related tax-withholding share dispositions. These transactions reflect routine equity compensation activity, where awards convert into shares and some shares are withheld to satisfy tax obligations.

How were Jason Bengel’s restricted stock units converted at LendingTree (TREE)?

Jason Bengel’s restricted stock units converted into LendingTree common stock on a one-for-one basis at a per-share price of $0.0000. This means each unit became one share, consistent with the company’s equity award terms disclosed in the filing and accompanying footnotes.

What were the tax-withholding transactions disclosed for LendingTree (TREE) CFO?

The Form 4 shows common stock dispositions coded “F,” indicating shares were delivered to cover tax liabilities. These tax-withholding transactions involved blocks of shares at a price of $37.3700 per share, rather than open-market sales initiated for investment purposes.

When do Jason Bengel’s LendingTree (TREE) restricted stock units vest?

Some of Jason Bengel’s restricted stock units vest in three substantially equal installments beginning on March 1, 2025. Another tranche vests in two substantially equal annual installments beginning on March 2, 2025, following the original award agreements’ vesting schedules.

Does this LendingTree (TREE) Form 4 indicate open-market buying or selling?

The Form 4 reflects derivative exercises and tax-withholding dispositions, not open-market buying or selling. Transactions coded “M” are exercises or conversions of equity awards, while those coded “F” indicate shares delivered to pay taxes associated with those awards.