Welcome to our dedicated page for Groupon SEC filings (Ticker: GRPN), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page provides access to U.S. Securities and Exchange Commission filings for Groupon, Inc. (NASDAQ: GRPN), a company that describes itself as a trusted local marketplace where consumers buy services and experiences from merchants at discounted prices. These filings offer detailed information on Groupon’s financial condition, capital structure, and material corporate events beyond what appears in brief press releases.
Groupon’s SEC disclosures include current reports on Form 8-K that document significant events. Recent 8-K filings reference the release of quarterly financial results, the filing of Form 10-Q for specific quarters, and the filing of a Form 10-K for a completed fiscal year. One Form 8-K describes the issuance of 4.875% Convertible Senior Notes due 2030 under an indenture with a trustee, explaining that these notes are senior, unsecured obligations that accrue interest, mature on a specified date, and are convertible into cash, shares of Groupon common stock, or a combination of both under defined conditions.
Another 8-K details a supplemental indenture amending the indenture for Groupon’s 2027 notes, including the deletion of substantially all negative covenants and the release of collateral liens with the consent of a majority of noteholders. The same filing also discusses unwind agreements for capped call and call option transactions related to 2026 notes, under which dealers agreed to terminate portions of those transactions and make cash payments to Groupon.
Through this filings page, users can review Groupon’s periodic reports, such as Forms 10-K and 10-Q, alongside current reports on Form 8-K that address topics like results of operations, entry into material definitive agreements, and the creation of direct financial obligations. AI-powered tools on the platform can help summarize long documents, highlight key terms in debt agreements, and surface important items related to convertible notes, segment reporting, and other disclosures relevant to understanding GRPN.
Groupon, Inc. director Amit Shah has filed a Form 3 as a reporting person for the company. The filing shows no reportable transactions or derivative positions, with zero buy, sell, acquire, or dispose activity and no holdings entries listed.
Groupon Inc amendment to a Schedule 13G/A states The Vanguard Group reports 0 shares beneficially owned of Groupon common stock, representing 0% of the class, after an internal realignment. The filing references SEC Release No. 34-39538 (January 12, 1998) under which certain Vanguard subsidiaries will report disaggregated beneficial ownership. The form is signed by Ashley Grim, Head of Global Fund Administration, dated 03/27/2026.
Groupon, Inc. CEO and director Dusan Senkypl exercised performance share units into common stock as part of his equity compensation. On March 12, 2026, he converted 17,250 performance share units into 17,250 shares of common stock at an exercise price of $0.00 per share, increasing his direct holdings to 790,261 common shares.
The performance share units were granted in 2025 and were tied to remediation of a previously disclosed material weakness over a two-year period beginning on May 1, 2025, plus continuous employment. The Compensation Committee certified on March 12, 2026 that both conditions had been achieved, causing the units to fully vest. In addition to his direct stake, the filing reports indirect ownership of 10,180,970 common shares through Pale Fire Capital SICAV a.s. and 100 common shares through Pale Fire Capital SE.
Groupon, Inc. Chief Operating Officer Jiri Ponrt exercised performance-based equity awards and settled related taxes in stock. On March 12, 2026, he exercised performance share units (PSUs) into 6,471 shares of common stock, granted in 2025 and contingent on remediation of a previously disclosed material weakness and continuous employment. The Compensation Committee certified both conditions as achieved on March 12, 2026, causing the PSUs to fully vest and convert into shares. To satisfy mandatory tax withholding, 3,210 shares of common stock were withheld at $9.66 per share, which the company notes is not an open market sale. Following these routine compensation and tax-withholding transactions, Ponrt directly owns 192,156 shares of Groupon common stock.
Groupon, Inc. reported fourth quarter and full year 2025 results showing a return to modest growth and improved profitability metrics. Full year revenue was $498.4 million, up 1% from 2024, while gross billings reached $1.7 billion, up 7%. The company recorded a full year net loss from continuing operations of $81.1 million but generated positive operating cash flow from continuing operations of $64.5 million and free cash flow of $49.9 million. In the fourth quarter, revenue was $132.7 million, up 2% year over year, and net income from continuing operations was $8.1 million versus a loss of $50.1 million a year earlier. Fourth quarter adjusted EBITDA improved to $20.9 million, and Groupon ended 2025 with $296.1 million of cash and cash equivalents and 16.2 million active customers.
Groupon, Inc. filed its 2025 annual report outlining how it is repositioning itself as a trusted local experience marketplace focused on services and experiences rather than pure goods discounting. The company operates in North America and International segments across Local, Goods and Travel categories.
Groupon emphasizes an AI‑first product and engineering agenda, with about 84% of global transactions in 2025 completed on mobile devices and a redesigned iOS app launched in North America. As of December 31, 2025, it had 1,734 employees and a new set of operating principles aimed at speed, ownership and disciplined execution.
The report details significant technology modernization, multi‑cloud migration and cybersecurity enhancements, alongside a complex capital structure that includes 2026, 2027 and 2030 convertible notes. It also highlights extensive risk factors, including intense competition, regulatory and privacy scrutiny, cyber threats, restructuring execution, refund liabilities and dependence on third‑party platforms. As of June 30, 2025, non‑affiliate share value was $617,884,386, and 40,743,491 shares were outstanding as of March 6, 2026.
Groupon, Inc. (GRPN) reported an insider equity transaction by its Chief Accounting Officer, who filed a Form 4 for activity on November 20, 2025. On that date, 5,828 restricted stock units (RSUs) vested and converted into common stock at an exercise price of $0.
To satisfy mandatory tax withholding on the RSU vesting, the issuer withheld 1,708 shares of common stock; this was explicitly stated as not an open market sale. Following these transactions, the officer directly held 28,611 shares of common stock and 2,915 RSUs beneficially owned.
Groupon, Inc. (GRPN) furnished an earnings press release for its fiscal quarter ended September 30, 2025, in connection with Item 2.02 (Results of Operations and Financial Condition). The press release is attached as Exhibit 99.1 and is incorporated by reference.
The company noted that Exhibit 99.1 is being furnished, not filed, under the Exchange Act, which means it is not subject to liability under Section 18 and will only be incorporated into other filings if specifically referenced. No additional financial details were included in this summary notice.
Groupon (GRPN) filed its Q3 2025 report, showing higher revenue but a large bottom-line loss driven by financing actions. Revenue was $122.8 million, up from $114.5 million, with gross profit of $111.8 million. Operating income reached $2.2 million, but Other income (expense), net was a loss of $98.7 million, largely due to a $99.9 million loss on extinguishment of debt tied to note exchanges completed on July 2, 2025.
The quarter’s net loss was $117.8 million versus net income of $14.5 million a year ago. Year-to-date, net loss was $89.6 million. Cash and cash equivalents were $238.5 million, and operating cash flow for the nine months was $7.9 million. The company issued $244.1 million of 4.875% convertible senior notes due 2030 and partially exchanged portions of its 2026 and 2027 notes; 2026 notes outstanding were $33.7 million and 2027 notes $47.3 million at quarter-end.
Groupon completed the sale of Giftcloud for $17.1 million (pre-tax gain $10.7 million). Total equity moved to a deficit of $59.4 million from $41.1 million at year-end. As of November 3, 2025, 40,754,803 common shares were outstanding.
Groupon, Inc. Form 4 — Insider stock changes for Chief Accounting Officer
Kyle Netzly, Groupon (GRPN) Chief Accounting Officer, had 6,935 restricted stock units vest on 09/19/2025, each converting into one share of common stock. The vesting increased her direct holdings by 6,935 shares to 26,523 shares, then the issuer withheld 2,032 shares to satisfy mandatory tax-withholding, leaving 24,491 shares beneficially owned. The filing was signed by power of attorney on 09/23/2025. The report notes the withholding was not an open-market sale.