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Bumble Inc.

For the period ended Mar 31, 2025. Filed May 12, 2025.

View on SEC.gov

About this filing

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, 2025 · Filed May 12, 2025

BMBL$5.97-0.2%Stored close · as of Nov 6, 2026

What changed in Risk Factors?

Read the current filing

Previous report: 10-Q

Period ended 2024-09-30; filed 2024-11-08.

0000950170-24-124066

Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsOther Information

Current report: 10-Q

Period ended 2025-03-31; filed 2025-05-12.

0000950170-25-069174

Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsOther Information

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 12 previous paragraphs and 19 current paragraphs.

10 unchanged; 1 reworded; 8 added; 1 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 1 previous and 1 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (8)

Current report

Rule 10b5-1 Trading Plans

Current report

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, 2025, certain of our 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.

Current report

Ann Mather, the Chair of our Board of Directors (the “Board”), adopted a Rule 10b5-1 Plan on March 4, 2025. Ms. Mather’s plan provides for the sale of 10,770 shares of Class A common stock to be received from the vesting of restricted stock units (“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.

Current report

Sissie Hsiao, amember of our Board, adopted a Rule 10b5-1 Plan on March 6, 2025. Ms. Hsiao’s plan provides for the sale of 13,477 shares of Class A common stock to be received from the vesting of 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.

Current report

Mses. Mather’s and Hsiao’s plans will expire on September 9, 2025 and October 6, 2025, 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.

Current report

Each of the Rule 10b5-1 Plans described above was adopted in accordance with our Securities Trading Policy.

Current report

Director Resignation

Current report

On May 7, 2025, Matthew S. Bromberg notified the Board of his decision to resign from the Board, effective June 5, 2025. Mr. Bromberg’s decision to resign from the Board was not the result of any disagreement (i) with the Company, the Company’s management, or any other member of the Board, or (ii) on any matter relating to the Company’s operations, policies, or practices. Bumble and the Board wish to thank Mr. Bromberg for his service and contributions to the Company. The Board will reduce the size of the Board from 10 directors to 9 directors, effective upon Mr. Bromberg’s retirement.
Removed paragraphs (1)

Previous report

In October 2024, we repurchased 4.4 million shares for $30.0 million, excluding excise tax obligations, pursuant to a Rule 10b5-1 trading plan.
Reworded paragraphs (1)

Previous wording

In May 2023, we announced that our Board of Directors had approved a share repurchase program of up to $150.0 million of our outstanding Class A common stock with repurchases under the program to be made on a discretionary basis from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases or other means, including privately negotiated transactions. The Company announced increases in the share repurchase program authorized amount from $150.0 million to $300.0 million in November 2023 and from $300.0 million to $450.0 million in May 2024. As of September 30, 2024, a total of $119.0 million remained available for repurchase under the program.

Current wording

We have a share repurchase program of up to $450.0 million of our outstanding Class A common stock with repurchases under the program to be made on a discretionary basis from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases or other means, including privately negotiated transactions. As of March 31, 2025, a total of $50.1 million remained available for repurchase under the program.