0001209191-20-040743.txt : 20200702 0001209191-20-040743.hdr.sgml : 20200702 20200702202349 ACCESSION NUMBER: 0001209191-20-040743 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200630 FILED AS OF DATE: 20200702 DATE AS OF CHANGE: 20200702 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EISNER MICHAEL D CENTRAL INDEX KEY: 0001205854 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34148 FILM NUMBER: 201011797 MAIL ADDRESS: STREET 1: C/O WALT DISNEY CO STREET 2: 500 S BUENA VISTA STREET CITY: BURBANK STATE: CA ZIP: 91521-1010 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Match Group, Inc. CENTRAL INDEX KEY: 0000891103 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-RETAIL STORES, NEC [5990] IRS NUMBER: 592712887 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 8750 NORTH CENTRAL EXPRESSWAY STREET 2: SUITE 1400 CITY: DALLAS STATE: TX ZIP: 75231 BUSINESS PHONE: 2145769352 MAIL ADDRESS: STREET 1: 8750 NORTH CENTRAL EXPRESSWAY STREET 2: SUITE 1400 CITY: DALLAS STATE: TX ZIP: 75231 FORMER COMPANY: FORMER CONFORMED NAME: IAC/INTERACTIVECORP DATE OF NAME CHANGE: 20040712 FORMER COMPANY: FORMER CONFORMED NAME: INTERACTIVECORP DATE OF NAME CHANGE: 20030623 FORMER COMPANY: FORMER CONFORMED NAME: USA INTERACTIVE DATE OF NAME CHANGE: 20020508 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-06-30 1 0000891103 Match Group, Inc. MTCH 0001205854 EISNER MICHAEL D C/O THE TORNANTE COMPANY, LLC 33 SOUTH BEVERLY DRIVE, 2ND FLOOR BEVERLY HILLS CA 90212 1 0 0 0 Common Stock, par value $0.001 2020-06-30 4 D 0 40821 0.00 D 0 D Common Stock, par value $0.001 2020-06-30 4 A 0 88108 0.00 A 88108 D Restricted Stock Units 2020-06-30 4 D 0 547 0.00 D 2019-06-28 2021-06-28 Common Stock, par value $0.001 547 0 D Restricted Stock Units 2020-06-30 4 D 0 727 0.00 D 2020-06-12 2022-06-12 Common Stock, par value $0.001 727 0 D Restricted Stock Units 2020-06-30 4 D 0 548 0.00 D 2019-06-25 2021-06-25 Common Stock, par value $0.001 548 0 D Restricted Stock Units 2020-06-30 4 D 0 821 0.00 D 2021-06-25 2023-06-25 Common Stock, par value $0.001 821 0 D Pursuant to the terms of the transaction agreement, dated as of December 19, 2019 (as amended, the "Transaction Agreement"), by and among the Issuer, Match Group, Inc., IAC Holdings, Inc. ("New IAC"), a direct wholly owned subsidiary of the Issuer, and Valentine Merger Sub LLC, an indirect wholly owned subsidiary of the Issuer, the shares of common stock automatically converted into (i) shares of the Issuer's Class M common stock (which was subsequently renamed Match Group, Inc. common stock) based on the Reclassification Exchange Ratio (as calculated pursuant to the Transaction Agreement) and (ii) shares of New IAC common stock, on a one-for-one basis. Restricted stock units convert into common stock on a one-for-one basis. Pursuant to the terms of the Transaction Agreement, the restricted stock units automatically converted into restricted stock units of New IAC corresponding to shares of New IAC's common stock, on a basis that preserves the fair market value of such awards immediately before and immediately after the conversion. Represents restricted stock units that vested/vest in 3 equal installments on June 28, 2019, 2020 and 2021, subject to continued service. Represents restricted stock units that vested/vest in 3 equal installments on June 12, 2020, 2021 and 2022, subject to continued service. Represents restricted stock units that vested/vest in 3 equal installments on June 25, 2019, 2020 and 2021, subject to continued service. Represents restricted stock units that vested/vest in 3 equal installments on June 25, 2021, 2022 and 2023, subject to continued service. Tanya M. Stanich as Attorney-in-Fact for Michael D. Eisner 2020-07-02