Bumble Inc
For the period ended Mar 31, 2024. Filed May 9, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2024 · Filed May 9, 2024
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Other Information
Item 5. Other Information.
Rule 10b5-1 Trading Plans
Our officers and directors from time to time may adopt trading plans to transact in Bumble Inc. securities for reasons such as satisfying vesting-related income tax requirements, investment diversification, or other personal reasons. During the three months ended March 31, 2024, certain of our officers and directors adopted a pre-arranged stock trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended (each such plan, a “Rule 10b5-1 Plan”), as described below.
Beehive Holdings III, LP, an entity controlled by Whitney Wolfe Herd, our Executive Chair, adopted a Rule 10b5-1 Plan on March 6, 2024. The plan provides for the potential exchange of up to 1,100,000 Common Units for an equivalent number of shares of Class A common stock pursuant and subject to the terms of the exchange agreement, dated as of February 10, 2021, by and among Bumble Inc., Buzz Holdings L.P. and holders of Common Units from time to time party thereto, and the associated sale of up to 1,100,000 shares of Class A common stock at certain specified limit prices.
Sissie Hsiao, a member of our Board of Directors, adopted a Rule 10b5-1 Plan on March 7, 2024. Ms. Hsiao’s plan provides for the sale of 8,203 shares of Class A common stock to be received from the vesting of restricted stock units (“RSUs”). The plan is intended to sell shares of Class A common stock to cover the income tax obligations related to the vesting of the RSUs.
Ann Mather, our Lead Director, adopted a Rule 10b5-1 Plan on March 8, 2024. Ms. Mather’s plan provides for the sale of 7,492 shares of Class A common stock to be received from the vesting of RSUs (the intent of such sale being to cover the income tax obligations related to the vesting of the RSUs) and the potential sale of an additional 7,491 shares of Class A common stock which is subject to a specified limit price.
Mses. Wolfe Herd’s, Hsiao’s and Mather’s plans will expire on October 23, 2024, October 4, 2024 and September 8, 2024, respectively, or upon the earlier completion of all authorized transactions under the plan or if the trading arrangement is otherwise terminated according to its terms.
Each of the Rule 10b5-1 Plans described above was adopted in accordance with our Securities Trading Policy.
Section 13(r) Disclosure
Pursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012, which added Section 13(r) of the Exchange Act, we hereby incorporate by reference herein Exhibit 99.1 of this report, which includes disclosures regarding activities at Mundys S.p.A. (formerly Atlantia S.p.A.), which may be, or may have been at the time considered to be, an affiliate of Blackstone and, therefore, our affiliate.
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