Bumble Inc.

Commitment Letter

On March 13, 2026, the Company, through one of its subsidiaries, Buzz Finco L.L.C. (the “Borrower”), entered into a binding commitment letter, dated as of March 13, 2026 (the “Commitment Letter”) with Guggenheim Corporate Funding, LLC (and certain accounts or funds affiliated therewith or managed thereby) and STORY3 Capital Partners, LLC, (collectively, the “Commitment Parties”), pursuant to which, subject to the terms and conditions set forth therein, the Commitment Parties have committed to provide a $475.0 million senior secured term loan facility to fund, together with cash on hand, the refinancing in full of all of the Borrower’s outstanding indebtedness under the Credit Agreement. The funding of the term loan facility provided for in the Commitment Letter is subject to the satisfaction of customary conditions that management has concluded are within the Company's control.

On March 11, 2026, the Company filed a press release (the “Press Release”) announcing its preliminary, unaudited results for the three and twelve months ended December 31, 2025. The unaudited condensed consolidated statements of operations included in the Press Release reflected a non-cash income tax provision of approximately $11.3 million (the “Non-Cash Provision”) for the three and twelve months ended December 31, 2025, which reflected then-anticipated accounting treatment related to the Credit Agreement, which matures on January 29, 2027. As a result of entering into the Commitment Letter and as reflected in the audited consolidated financial statements included in Part II, “Item 8―Financial Statements and Supplementary Data” herein, the Company was not required to book a valuation allowance because the deferred tax asset was realizable. Accordingly, the Company did not book the Non-Cash Provision for the three and twelve months ended December 31, 2025. Accordingly, the unaudited condensed consolidated statements of operations included in the Press Release overstated our net loss and net loss per share attributable to Bumble Inc. shareholders for the three and twelve months ended December 31, 2025 by $11.3 million and $0.08 per share, respectively, for each period and the unaudited condensed consolidated balance sheet as of December 31, 2025 included in the Press Release understated our deferred tax asset, net, total assets and total shareholders' equity by $11.4 million.

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.

On November 13, 2025, Sissie Hsiao, amember of our Board, adopted a pre-arranged stock trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. Ms. Hsiao’s plan provides for the sale of 24,720 shares of Class A common stock to be received from the vesting of RSUs and is intended to sell shares of Class A common stock to cover the income tax obligations related to the vesting of such RSUs. The plan will expire on October 6, 2026 or upon the earlier completion of all authorized transactions under the plan or if the trading arrangement is otherwise terminated according to its terms. Ms. Hsiao’s plan was adopted in accordance with our Securities Trading Policy.

Adoption of Amended and Restated Bylaws

On March 13, 2026, our Board of Directors (the “Board”) approved an amendment and restatement of our bylaws (as amended, the “Bylaws”), effective March 16, 2026, to (i) add certain procedural and informational requirements for stockholders that intend to use the advance notice provisions set forth in the Bylaws, including if such stockholder intends to use the Universal Proxy Rule under Exchange Act Rule 14a-19 (the “Universal Proxy Rule”), and (ii) make other administrative changes primarily to reflect recent Delaware law developments, in each case as further described below.

Advance Notice Amendments: The advance notice amendments require stockholders to make certain additional representations to the Company (including representations regarding a director nominee’s stock ownership and stock ownership-related arrangements or agreements as well as other informational requirements regarding the director nominee) and certify compliance with the Universal Proxy Rule.

Administrative Amendments: The Board also approved certain administrative amendments to the Bylaws to conform the provisions related to (i) notices of adjournments, including with respect to remote meetings of stockholders, and (ii) stockholder lists, in each case to updated Delaware law provisions. In addition, these administrative amendments provide that any stockholder soliciting proxies from other stockholders must use a proxy card color other than white, which color is reserved for the exclusive use by the Board.

The foregoing description is qualified in its entirety by reference to the Bylaws, which are attached hereto as Exhibit 3.2 and incorporated herein by reference.