SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Pale Fire Capital SE

(Last) (First) (Middle)
ZATECKA 55/14, JOSEFOV

(Street)
PRAGUE 2N 110 00

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/31/2022
3. Issuer Name and Ticker or Trading Symbol
Groupon, Inc. [ GRPN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
See Footnote 1 and Remarks
5. If Amendment, Date of Original Filed (Month/Day/Year)
04/04/2022
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock(1) 609,448 I By Pale Fire Capital SE(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Pale Fire Capital SE

(Last) (First) (Middle)
ZATECKA 55/14, JOSEFOV

(Street)
PRAGUE 2N 110 00

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Footnote 1 and Remarks
1. Name and Address of Reporting Person*
Barta Jan

(Last) (First) (Middle)
NA BATERIICH 104/35, BREVNOV

(Street)
PRAGUE 2N 16200

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Footnote 1
1. Name and Address of Reporting Person*
Senkypl Dusan

(Last) (First) (Middle)
JESTRABI 493, OSNICE

(Street)
JESENICE 2N 252 42

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Footnote 1
Explanation of Responses:
1. This Form 3 is filed jointly by Jan Barta, Dusan Senkypl and Pale Fire Capital SE ("Pale Fire Capital" and together with Messrs. Barta and Senkypl, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that may be deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
2. Represents securities directly owned by Pale Fire Capital. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by Pale Fire Capital. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities directly owned by Pale Fire Capital.
Remarks:
This amendment is being filed to correct the number of shares beneficially owned by Pale Fire Capital SE. The original Form 3 and all subsequent Form 4 filings overstated Pale Fire Capital SE's ownership by 540 shares.
Pale Fire Capital SE, By: Dusan Senkypl, Chairman of the Board 12/20/2022
By: /s/ Jan Barta 12/20/2022
By: /s/ Dusan Senkypl 12/20/2022
** 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 5 (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.
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