Match Group Inc
For the period ended Dec 31, 2023. Filed Feb 23, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Feb 23, 2024
MTCH$39.30+0.7%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 16. Form 10-K Summary
None.
EXHIBIT INDEX
The documents set forth below, numbered in accordance with Item 601 of Regulation S-K, are filed herewith, incorporated by reference herein by reference to the location indicated, or furnished herewith.
| Incorporated by Reference · Filed (†) orFurnished (‡)Herewith(as indicated) | ||||||
|---|---|---|---|---|---|---|
| ExhibitNo. · Exhibit Description · Form · SECFile No. · Exhibit · FilingDate | ||||||
| 2.1* | Transaction Agreement, dated as of December 19, 2019, by and among IAC/InterActiveCorp (Former IAC), Match Group, Inc. (Former Match Group), IAC Holdings, Inc. and Valentine Merger Sub LLC | 8-K | 000-20570 | 2.1 | 12/20/2019 | |
| 2.2* | Amendment, dated as of April 28, 2020, to the Transaction Agreement by and among IAC/InterActiveCorp (Former IAC), Match Group, Inc. (Former Match Group), IAC Holdings, Inc. and Valentine Merger Sub LLC | 8-K | 000-20570 | 2.1 | 4/28/2020 | |
| 2.3* | Amendment No. 2 to Transaction Agreement, dated as of June 22, 2020, by and among IAC/InterActiveCorp (Former IAC), Match Group, Inc. (Former Match Group), IAC Holdings, Inc. and Valentine Merger Sub LLC | 8-K | 000-20570 | 2.1 | 6/22/2020 | |
| 2.4 | Share Purchase Agreement, dated as of February 10, 2021, by and among the Company, the Buyer and the Sellers | 8-K | 001-34148 | 2.1 | 2/10/2021 | |
| 2.5 | Amendment and Supplement No. 1 to Share Purchase Agreement, dated as of June 17, 2021, by and among Sellers’ Representatives, the Buyer and the Company | 10-Q | 001-34148 | 2.1 | 8/6/2021 | |
| 3.1 | Restated Certificate of Incorporation of IAC/InterActiveCorp (Former IAC) | 8-A/A | 000-20570 | 3.1 | 8/12/2005 | |
| 3.2 | Certificate of Amendment to Restated Certificate of Incorporation of IAC/InterActive Corp (Former IAC) | 8-K | 001-34148 | 3.1 | 8/22/2008 | |
| 3.3 | Certificate of Amendment to Restated Certificate of Incorporation of IAC/InterActiveCorp (Former IAC) | 8-A/A | 001-34148 | 3.4 | 7/1/2020 | |
| 3.4 | Certificate of Amendment to Restated Certificate of Incorporation of IAC/InterActiveCorp (Former IAC) | 8-A/A | 001-34148 | 3.5 | 7/1/2020 | |
| 3.5 | Certificate of Amendment to Restated Certificate of Incorporation of IAC/InterActiveCorp (Former IAC) | 8-A/A | 001-34148 | 3.6 | 7/1/2020 | |
| 3.6 | Certificate of Amendment to Restated Certificate of Incorporation of IAC/InterActiveCorp (Former IAC) | 8-A/A | 001-34148 | 3.7 | 7/1/2020 | |
| 3.7 | Certificate of Elimination, with respect to the Series 1 Mandatory Exchangeable Preferred Stock | 8-K | 001-34148 | 3.5 | 7/2/2020 | |
| 3.8 | Certificate of Elimination, with respect to the Series 2 Mandatory Exchangeable Preferred Stock | 8-K | 001-34148 | 3.6 | 7/2/2020 | |
| 3.9 | Certificate of Elimination, with respect to the Series A Cumulative Preferred Stock | 8-K | 001-34148 | 3.7 | 7/2/2020 | |
| 3.10 | Certificate of Elimination, with respect to the Series B Cumulative Preferred Stock | 8-K | 001-34148 | 3.8 | 7/2/2020 | |
| 3.11 | Certificate of Elimination, with respect to the Series C Cumulative Preferred Stock. | 8-K | 001-34148 | 3.9 | 7/2/2020 | |
| 3.12 | Certificate of Elimination, with respect to the Series D Cumulative Preferred Stock | 8-K | 001-34148 | 3.10 | 7/2/2020 | |
| 3.13 | Fourth Amended and Restated By-Laws of Match Group, Inc. | 8-K | 001-34148 | 3.2 | 12/12/2023 | |
| 4.1 | Description of Securities | † | ||||
| 4.2 | Specimen Stock Certificate of Match Group Inc. | S-4/A | 333-236420 | 4.3 | 4/28/2020 | |
| 4.3 | Indenture for 0.875% Senior Exchangeable Notes due 2026, dated as of May 28, 2019, among IAC FinanceCo 2, Inc., IAC/InterActiveCorp (Former IAC) and U.S. Bank National Association (as Successor Trustee to Computershare Trust Company, N.A.) | 8-K | 000-20570 | 4.1 | 5/28/2019 | |
| Incorporated by Reference · Filed (†) orFurnished (‡)Herewith(as indicated) | |||||
|---|---|---|---|---|---|
| ExhibitNo. | Exhibit Description | Form | SECFile No. | Exhibit | FilingDate |
| 4.4 | Supplemental Indenture, dated as of June 30, 2020, among IAC FinanceCo 2, Inc., Match Group, Inc. and U.S. Bank National Association (as Successor Trustee to Computershare Trust Company, N.A.), relating to the 0.875% Senior Exchangeable Notes due 2026 | 8-K | 001-34148 | 4.5 | 7/2/2020 |
| 4.5 | Indenture for 2.00% Senior Exchangeable Notes due 2030, dated as of May 28, 2019, among IAC FinanceCo 3, Inc., IAC/InterActiveCorp (Former IAC) and U.S. Bank National Association (as Successor Trustee to Computershare Trust Company, N.A.) | 8-K | 000-20570 | 4.2 | 5/28/2019 |
| 4.6 | Supplemental Indenture, dated as of June 30, 2020, among IAC FinanceCo 3, Inc., Match Group, Inc. and U.S. Bank National Association (as Successor Trustee to Computershare Trust Company, N.A.), relating to the 2.00% Senior Exchangeable Notes due 2030 | 8-K | 001-34148 | 4.7 | 7/2/2020 |
| 4.7 | Indenture, dated December 4, 2017, between Match Group, Inc. (Former Match Group) and Computershare Trust Company, N.A., as Trustee | 8-K | 001-37636 | 4.1 | 12/4/2017 |
| 4.8 | Supplemental Indenture, dated as of June 30, 2020, by and among Match Group, Inc., Match Group Holdings II, LLC and Computershare Trust Company, N.A., as Trustee, relating to the 5.000% Senior Notes due 2027 | 8-K | 001-34148 | 4.9 | 7/2/2020 |
| 4.9 | Indenture, dated May 19, 2020, between Match Group, Inc. (Former Match Group) and Computershare Trust Company, N.A., as Trustee | 8-K | 001-37636 | 4.1 | 5/20/2020 |
| 4.10 | Supplemental Indenture, dated as of June 30, 2020, by and among Match Group, Inc., Match Group Holdings II, LLC and Computershare Trust Company, N.A., as Trustee, relating to the 4.625% Senior Notes due 2028 | 8-K | 001-34148 | 4.11 | 7/2/2020 |
| 4.11 | Indenture, dated as of February 15, 2019, between Match Group, Inc. (Former Match Group) and Computershare Trust Company, N.A. as Trustee | 8-K | 001-37636 | 4.1 | 2/15/2019 |
| 4.12 | Supplemental Indenture, dated as of June 30, 2020, by and among Match Group, Inc., Match Group Holdings II, LLC and Computershare Trust Company, N.A., as Trustee, relating to the issuance of the 5.625% Senior Notes due 2029 | 8-K | 001-34148 | 4.13 | 7/2/2020 |
| 4.13 | Indenture, dated as of February 11, 2020, between Match Group, Inc. (Former Match Group) and Computershare Trust Company, N.A., as Trustee | 8-K | 001-37636 | 4.1 | 2/11/2020 |
| 4.14 | Supplemental Indenture, dated as of June 30, 2020, by and among Match Group, Inc., Match Group Holdings II, LLC and Computershare Trust Company, N.A., as Trustee, relating to the issuance of the 4.125% Senior Notes due 2030 | 8-K | 001-34148 | 4.15 | 7/2/2020 |
| 4.15 | Indenture, dated as of October 4, 2021, between Match Group Holdings II, LLC and U.S. Bank National Association, as trustee | 8-K | 001-34148 | 4.1 | 10/5/2021 |
| 10.1 | Tax Matters Agreement, dated as of June 30, 2020, by and between IAC/InterActiveCorp (Former IAC) and IAC Holdings, Inc. | 8-K | 001-34148 | 10.3 | 7/2/2020 |
| 10.2 | Match Group, Inc. 2020 Stock and Annual Incentive Plan (1) | S-4/A | 333-236420 | Annex F | 4/28/2020 |
| 10.3 | Match Group, Inc. (Former Match Group) Amended and Restated 2017 Stock and Annual Incentive Plan (1) | 8-K | 001-37636 | 10.1 | 6/21/2018 |
| 10.4 | First Amendment to Match Group, Inc. (Former Match Group) Amended and Restated 2017 Stock and Annual Incentive Plan (1) | 8-K | 001-34148 | 10.5 | 7/2/2020 |
| 10.5 | Form of Terms and Conditions for Stock Options granted under the Match Group, Inc. (Former Match Group) 2017 Stock and Annual Incentive Plan (1) | 10-Q | 001-37636 | 10.1 | 11/9/2017 |
| Incorporated by Reference · Filed (†) orFurnished (‡)Herewith(as indicated) | |||||
|---|---|---|---|---|---|
| ExhibitNo. | Exhibit Description | Form | SECFile No. | Exhibit | FilingDate |
| 10.6 | Form of Terms and Conditions for Restricted Stock Units granted under the Match Group, Inc. (Former Match Group) 2017 Stock and Annual Incentive Plan (1) | 10-Q | 001-37636 | 10.2 | 11/9/2017 |
| 10.7 | Form of Terms and Conditions for Performance-based Restricted Stock Units granted under the Match Group, Inc. Amended and Restated 2017 Stock and Annual Incentive Plan (1) | 10-Q | 001-34148 | 10.2 | 5/7/2021 |
| 10.8 | 2022 Form of Award Agreement for Performance-based Restricted Stock Units granted under the Match Group, Inc. Amended and Restated 2017 Stock and Annual Incentive Plan.(1) | 10-Q | 001-34148 | 10.1 | 5/6/2022 |
| 10.9 | 2022 Form of Award Agreement for Restricted Stock Units granted under the Match Group, Inc. Amended and Restated 2017 Stock and Annual Incentive Plan.(1) | 10-Q | 001-34148 | 10.2 | 5/6/2022 |
| 10.10 | Match Group, Inc. (Former Match Group) 2015 Stock and Annual Incentive Plan (1) | 8-K | 001-37636 | 10.5 | 11/24/2015 |
| 10.11 | First Amendment to Match Group, Inc. (Former Match Group) 2015 Stock and Annual Incentive Plan (1) | 10-Q | 001-37636 | 10.1 | 8/4/2017 |
| 10.12 | Second Amendment to Match Group, Inc. (Former Match Group) 2015 Stock and Annual Incentive Plan (1) | 8-K | 001-34148 | 10.10 | 7/2/2020 |
| 10.13 | Form of Terms and Conditions for Stock Options granted under the Match Group, Inc. (Former Match Group) 2015 Stock and Annual Incentive Plan (1) | 10-K | 001-37636 | 10.7 | 2/28/2017 |
| 10.14 | Match Group, Inc. 2021 Global Employee Stock Purchase Plan (1) | 10-Q | 001-34148 | 10.2 | 8/6/2021 |
| 10.15 | Employment Agreement, dated as of May 3, 2022, between Match Group, Inc. and Bernard Kim.(1) | 10-Q | 001-34148 | 10.1 | 8/5/2022 |
| 10.16 | Employment Agreement between Sharmistha Dubey and Match Group, Inc. (Former Match Group) dated as of February 13, 2020 (1) | 8-K/A | 001-37636 | 10.1 | 2/20/2020 |
| 10.17 | Assignment of Employment Agreement among Sharmistha Dubey, Match Group, Inc. and Valentine Merger Sub LLC, dated as of June 30, 2020 (1) | 8-K | 001-34148 | 10.14 | 7/2/2020 |
| 10.18 | Amended and Restated Employment Agreement, dated as of June 9, 2022, between Match Group, Inc. and Gary Swidler.(1) | 8-K | 001-34148 | 10.1 | 6/10/2022 |
| 10.19 | First Amendment to Amended and Restated Employment Agreement, dated as of January 26, 2023, between Match Group, Inc. and Gary Swidler.(1) | 8-K | 001-34148 | 10.1 | 1/26/2023 |
| 10.20 | Employment Agreement between Jared Sine and Match Group, Inc. (Former Match Group) dated as of August 8, 2018 (1) | 8-K | 001-37636 | 10.2 | 8/14/2018 |
| 10.21 | Assignment of Employment Agreement among Jared Sine, Match Group, Inc. and Valentine Merger Sub LLC, dated as of June 30, 2020 (1) | 8-K | 001-34148 | 10.19 | 7/2/2020 |
| 10.22 | Summary of Non-Employee Director Compensation Arrangements (1) | 10-K | 001-34148 | 10.25 | 2/24/2022 |
| 10.23 | 2020 Match Group, Inc. Deferred Compensation Plan for Non-Employee Directors (1) | 8-K | 001-34148 | 10.1 | 10/27/2020 |
| 10.24 | Amended and Restated Credit Agreement, dated as of November 16, 2015, among Match Group, Inc. (Former Match Group), as borrower, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the other parties thereto | 10-K | 001-37636 | 10.11 | 3/28/2016 |
| Incorporated by Reference · Filed (†) orFurnished (‡)Herewith(as indicated) | ||||||
|---|---|---|---|---|---|---|
| ExhibitNo. · Exhibit Description · Form · SECFile No. · Exhibit · FilingDate | ||||||
| 10.25 | Amendment No. 3, dated as of December 8, 2016, to the Credit Agreement dated as of October 7, 2015, as amended and restated as of November 16, 2015, as further amended as of December 16, 2015, among Match Group, Inc. (Former Match Group), as borrower, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the other parties thereto | 8-K | 001-37636 | 10.1 | 12/8/2016 | |
| 10.26 | Amendment No. 4, dated as of August 14, 2017, to the Credit Agreement dated as of October 7, 2015, as amended and restated as of November 16, 2015, as further amended as of December 16, 2015, as further amended as of December 8, 2016, among Match Group, Inc. (Former Match Group), as borrower, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the other parties thereto | 8-K | 001-37636 | 10.1 | 8/17/2017 | |
| 10.27 | Amendment No. 5 dated as of December 7, 2018 to the Credit Agreement dated as of October 7, 2015, as amended and restated as of November 16, 2015, as further amended as of December 16, 2015, as further amended as of December 8, 2016, and as further amended as of August 14, 2017, among Match Group, Inc. (Former Match Group), as borrower, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent and the other parties thereto | 8-K | 001-37636 | 10.1 | 12/13/2018 | |
| 10.28 | Amendment No. 6 dated as of February 13, 2020 to the Credit Agreement dated as of October 7, 2015, as amended and restated as of November 16, 2015, as further amended as of December 16, 2015, as further amended as of December 8, 2016, as further amended as of August 14, 2017 and as further amended as of December 7, 2018, among Match Group, Inc. (Former Match Group), as borrower, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent and the other parties thereto | 8-K | 001-37636 | 10.1 | 2/20/2020 | |
| 10.29 | Joinder and Reaffirmation Agreement, dated as June 30, 2020, by and among Match Group, Inc., Match Group Holdings II, LLC, JPMorgan Chase Bank, N.A., as administrative agent, and the other parties thereto, to the Credit Agreement, dated as of November 16, 2015, among Match Group, Inc. (Former Match Group), as borrower, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the other parties thereto, as amended | 8-K | 001-34148 | 10.25 | 7/2/2020 | |
| 10.30 | Amendment No. 7 dated as of March 26, 2021 to the Credit Agreement dated as of October 7, 2015, as amended and restated as of November 16, 2015, as further amended as of December 16, 2015, as further amended as of December 8, 2016, as further amended as of August 14, 2017, as further amended as of December 17, 2018 and as further amended as of February 13, 2020, among Match Group Holdings II, LLC, as borrower, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent and the other parties thereto | 8-K | 001-34148 | 10.1 | 3/31/2021 | |
| 10.31 | Amendment No. 8 dated as of June 21, 2023 to the Credit Agreement dated as of October 7, 2015, as amended and restated as of November 16, 2015, as further amended as of December 16, 2015, as further amended as of December 8, 2016, as further amended as of August 14, 2017, as further amended as of December 17, 2018, as further amended as of February 13, 2020 and as further amended as of March 26, 2021, among Match Group Holdings II, LLC, as borrower, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent and the other parties thereto | 10-Q | 001-34148 | 10.1 | 8/3/2023 | |
| 21.1 | Subsidiaries of the Registrant as of December 31, 2023 | † | ||||
| 23.1 | Consent of Ernst & Young LLP. | † | ||||
| Incorporated by Reference | Filed (†) orFurnished (‡)Herewith(as indicated) | |||||
| ExhibitNo. | Exhibit Description | Form | SECFile No. | Exhibit | FilingDate | |
| 31.1 | Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | † | ||||
| 31.2 | Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | † | ||||
| 32.1 | Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | ‡ | ||||
| 32.2 | Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | ‡ | ||||
| 97.1 | Match Group, Inc. Compensation Recoupment Policy | † | ||||
| 101.INS | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | |||||
| 101.SCH | XBRL Taxonomy Extension Schema Document | † | ||||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | † | ||||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | † | ||||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document | † | ||||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | † | ||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | |||||
(1)Reflects management contracts and management and director compensatory plans.
- Certain schedules and exhibits to the Transaction Agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company hereby agrees to furnish supplementally a copy of any omitted schedule and/or exhibit to the SEC upon request.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| February 23, 2024 | MATCH GROUP, INC. | |
|---|---|---|
| By: | /s/ GARY SWIDLER | |
| Gary Swidler | ||
| President and Chief Financial Officer | ||
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities indicated on February 23, 2024:
| Signature | Title |
|---|---|
| /s/ BERNARD KIM | Chief Executive Officer and Director(Principal Executive Officer) |
| Bernard Kim | |
| /s/ GARY SWIDLER | President and Chief Financial Officer(Principal Financial Officer) |
| Gary Swidler | |
| /s/ PHILIP D. EIGENMANN | Chief Accounting Officer(Principal Accounting Officer) |
| Philip D. Eigenmann | |
| /s/ THOMAS J. McINERNEY | Chairman of the Board |
| Thomas J. McInerney | |
| /s/ STEPHEN BAILEY | Director |
| Stephen Bailey | |
| /s/ MELISSA BRENNER | Director |
| Melissa Brenner | |
| /s/ SHARMISTHA DUBEY | Director |
| Sharmistha Dubey | |
| /s/ ANN L. McDANIEL | Director |
| Ann L. McDaniel | |
| /s/ WENDI MURDOCH | Director |
| Wendi Murdoch | |
| /s/ GLENN H. SCHIFFMAN | Director |
| Glenn H. Schiffman | |
| /s/ PAMELA S. SEYMON | Director |
| Pamela S. Seymon | |
| /s/ ALAN G. SPOON | Director |
| Alan G. Spoon | |
Schedule II
VALUATION AND QUALIFYING ACCOUNTS
| Description | Balance atBeginning of Period | Charges toEarnings | Charges toOther Accounts | Deductions | Balance atEnd of Period |
|---|---|---|---|---|---|
| (In thousands) | |||||
| Allowance for credit losses | $387 | $368(a) | $(151) | $(1)(d) | $603 |
| Deferred tax valuation allowance | 71,132 | 127,700(b) | (142)(f) | (39,015)(g) | 159,675 |
| Other reserves | 6,563 | 7,466 | |||
| Allowance for credit losses | $281 | $109(a) | $(2) | $(1)(d) | $387 |
| Deferred tax valuation allowance | 86,071 | 8,458(e) | (776)(f) | (22,621) | 71,132 |
| Other reserves | 8,499 | 6,563 | |||
| Allowance for doubtful accounts | $286 | $43(a) | $(2) | $(46)(d) | $281 |
| Deferred tax valuation allowance | 71,090 | 15,969(e) | (988)(c) | — | 86,071 |
| Other reserves | 3,380 | 8,499 | |||
(a)Additions to the allowance for credit losses and doubtful accounts are charged to expense, net of the recovery of previous year expenses, if any.
(b)Additions to the deferred tax valuation allowance are primarily related to certain foreign net operating losses.
(c)Amount is primarily related to a reduction in the valuation allowance as a result of the preliminary allocation of tax attributes between Match Group and IAC in conjunction with the Separation.
(d)Write-off of fully reserved accounts receivable.
(e)Amount is primarily related to foreign tax credits, foreign net operating losses, and foreign interest deductions.
(f)Amount is related to currency translation adjustments on foreign net operating losses.
(g)Deductions to the deferred tax valuation allowance are primarily related to U.S. foreign tax credits and state NOLs that we now expect to be able to utilize.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.