Bumble Inc.
For the period ended Mar 31, 2025. Filed May 12, 2025.
View on SEC.govAbout 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
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
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, 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.
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.
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.
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.
Each of the Rule 10b5-1 Plans described above was adopted in accordance with our Securities Trading Policy.
Director Resignation
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.
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.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.