LendingTree Inc

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

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LENDINGTREE, INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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Notice of 2024 Annual

Meeting of Stockholders

Note: We also will consider any other matters that may properly be brought before the Meeting (and any postponements or adjournments of the Meeting). As of the date of this proxy statement, we have not received notice of any such matters.

HOW TO VOTE

2024 Virtual Annual Stockholder Meeting

The meeting will be a virtual annual meeting. You will not be able to attend the meeting in person, but we are committed to ensuring that stockholders will be afforded comparable rights and opportunities to participate as they would at an in-person meeting. You will be able to attend the meeting online, vote your shares electronically and submit questions prior to the meeting by visitingwww.virtualshareholdermeeting.com/TREE2024. To participate in the virtual meeting, you will need the 16-digit control number included on your Notice, proxy card or voting instruction form. The meeting webcast will begin promptly at 11:00 a.m. Eastern Time on June 12, 2024. We encourage you to access the meeting prior to the start time.Online check-in will begin at 10:45 a.m., Eastern Time, and you should allow ample time for the check-in procedures. If you encounter any difficulties accessing the virtual meeting during the check-in process or meeting time, please call 844-986-0822 / International: 303-562-9302 on the meeting date. Technical assistance will be available through the conclusion of the Annual Meeting.

Our Board of Directors has setApril 15, 2024, as the record date for the Annual Meeting. This means that holders of record of our common stock at the close of business on that date are entitled to receive notice of the Annual Meeting and to vote their shares at the Annual Meeting and any related adjournments or postponements.

Notice

We are distributing to certain stockholders a Notice of Internet Availability of Proxy Materials on or about April 26, 2024. This Notice informs those stockholders how to access our Proxy Statement and our 2023 Annual Report to Stockholders and how to vote electronically via the Internet. The Notice also contains instructions on how to receive a paper copy of the proxy materials.

If there are questions pertinent to meeting matters that cannot be answered during the Annual Meeting due to time constraints, management will post answers to a representative set of such questions atinvestors.lendingtree.com. The questions and answers will remain available until LendingTree’s 2025 Proxy Statement is filed. We also encourage you to read our Annual Report on Form 10-K available atwww.proxyvote.com.

Important Notice Regarding the Availability of Proxy Materials for the 2024 Annual Meeting of Stockholders to be held on June 12, 2024:Copies of the Proxy Statement and of our annual report for the fiscal year ended December 31, 2023 are available by visiting the following website: www.proxyvote.com.

Heather Enlow-Novitsky

Corporate Secretary

A Letter to Our Stockholders

April 26, 2024

Dear Fellow LendingTree Stockholders:

Introduction

Our business has been tested since the onset of the COVID-19 pandemic. We took numerous actions to simplify our business in 2023 that directly improved profitability. We exited businesses that no longer fit with our strategy, reduced complexity as well as headcount, and strategically invested in our core marketplace, infrastructure and consumer experience.

2023 in Review

All three of our reportable segments have operated through historic disruption following rapid increases in interest rates and the pace of inflation. Our business model has proven durable to these challenges as we generated $78.5 million of Adjusted EBITDA and $55 million of free cash flow for the year.

During 2023, the challenging interest rate environment and persistent inflationary pressures continued to present challenges for many of our mortgage lending and insurance partners. In our Home segment, mortgage rates hit multi-decade highs of nearly 8% in October, then proceeded to drop below 7% by December, ending the year at 6.6% The continued high mortgage rates combined with home affordability issues continued to pressure mortgage refinance volumes as well as purchase activity. Our Home segment experienced a 50% decline in revenue from 2022, primarily due to a decrease in our revenue from our mortgage products.

In our insurance segment, demand from our carrier partners remained volatile for much of the year as they continued to deal with persistent industry headwinds. Revenue from our Insurance segment decreased 17%, primarily due to a decrease in the revenue earned per customer, partially offset by an increase in the number of consumers completing request forms. In the last months of 2023, we began to see advertising budgets from our carrier partners increase and we are optimistic about the prospect for continued increases in 2024.

Our Consumer segment saw revenue decrease 30% from 2022, primarily due to decreases in our personal loans, credit cards, small business loan products and other credit products. Our lending partners broadly tightened credit requirements for borrowers throughout the year, pressuring the supply of loans available to many of our customers.

We believe the work we are doing to improve the logged-in experience for consumers in the Spring app (previously known as MyLendingTree) will benefit the Consumer segment initially, and we look forward to providing updates on the progress we are making this year.

Community Outreach

In 2023, the LendingTree Foundation (“Foundation”) wrapped up the inaugural LendaHand Alliance Cohort. The Foundation gave 10 emerging nonprofits $1.25 million in unrestricted funding in addition to consultative services in leadership and board development. By embracing relational philanthropy, we learned that we could move the needle by treating our nonprofit partners as businesses and teaching them capacity building skills to grow their impact.

Our employees continued to be change makers in the communities where they live and work. The Foundation donated over$15,000 through its Dollars-for-Doers volunteer program and matched over $39,000 in LendingTree employee donations.

In 2021, The Foundation made a significant $2.5 million commitment to affordable housing in the Charlotte market by investing in the Housing Impact Fund. One of the first apartment complexes purchased through the Impact Fund was Lake Mist Apartments (“Lake Mist”). In 2023, LendingTree Philanthropy and the Foundation continued to deeply support the families at Lake Mist by providing three community-wide events which included school supplies distribution, essential needs distribution and funding for summer camps in STEM for the local children.

Our 2024 Plans

LendingTree continues to prove durable to adverse economic conditions. We ended 2023 with another quarter of solid results despite ongoing pressure from higher interest rates and persistent inflation. We have taken action to simplify our company, reduce operating costs, improve our technology and data infrastructure, and fortify our balance sheet. The business is well positioned to benefit from an improved economic environment going forward.

The recovery that began in our Insurance segment during Q4 2023 has continued into the new year. As a Company, we are excited to be returning to growth. Our lending businesses, including both Home and Consumer, have reached a level of stability over the last several months from a credit tightening perspective that we have not seen in over a year. With the changes we have undertaken to make our Company more efficient and agile, we now have a solid foundation to begin leaning into sequential growth opportunities in multiple lending categories.

Our financial strength continues to improve. In the fourth quarter of 2023, we repurchased $100 million of our 2025 convertible notes at a discount and we remain committed to addressing the remainder of this maturity in the most efficient manner possible for our shareholders.

Concluding Remarks

Looking forward into 2024 we are energized by a return to growth. We plan to capitalize on our leading positions across the mortgage, consumer and insurance marketplaces as we execute on numerous priorities to make our team more efficient and our consumer experience a better one. We will maintain the expense discipline we have fortified throughout the difficult post-COVID operating environment, and we will seek to continue building on the strength of our balance sheet.

Thank you all for your continued support of our Company and the work we do together.

Douglas Lebda

Chairman and Chief Executive Officer

LendingTree, Inc.

Table of Contents

LENDINGTREE 2024 Proxy Statement 1