Groupon Inc. – Credit Agreements Watch

from 10-Q 6 pages Non-Employee Directors' Compensation Plan Amended and Restated as of April 27, 2026 the Company Hereby Establishes This Plan to Assist the Company in Attracting and Retaining Persons of Competence and Stature Who Are Not Employees to Serve as Directors by Providing Them With Competitive Retainers, an Ownership Interest in the Company, and the Opportunity to Defer Retainers. 1.effective Date. the Plan Was Initially Effective as of December 13, 2011 and Was Most Recently Amended and Restated Effective April 27, 2026. 2.definitions. Where Used in the Plan, the Following Capitalized Words and Terms Shall Have the Meanings Specified Below, Unless the Context Clearly Indicates to the Contrary: (A)"account" Means the Record Keeping Account Established by the Committee for Each Participant to Which Dsus, and Earnings Thereon, Are Credited in Accordance With Section 10 of the Plan. (B)"beneficiary" Means Such Person(s) or Legal Entity That Is Designated by a Participant Under Section 14 to Receive Benefits Hereunder After Such Participant's Death. (C)"board" Means the Company's Board of Directors. (D)"cash Retainer" Means the Portion of a Retainer Which Is Payable in Cash

from 8-K 12 pages Fifth Amendment to Second Amended and Restated Credit Agreement

from 8-K 123 pages Third Amendment to Second Amended and Restated Credit Agreement

from 8-K 15 pages Second Amendment to Second Amended and Restated Credit Agreement

from 10-Q 135 pages First Amendment to Second Amended and Restated Credit Agreement

from 8-K 135 pages First Amendment to Second Amended and Restated Credit Agreement

from 8-K 137 pages Second Amended and Restated Credit Agreement Dated as of May 14, 2019 Among Groupon, Inc., as Borrower the Lenders Party Hereto, Morgan Stanley Senior Funding, Inc. and Bank of the West, as Co-Syndication Agents and Jpmorgan Chase Bank, N.A., as Administrative Agent and Bank of America, N.A., Bmo Harris Bank N.A., Fifth Third Bank, Wells Fargo Bank, National Association, and Citizens Bank, N.A. as Co-Documentation Agents and Jpmorgan Chase Bank, N.A., Morgan Stanley Senior Funding, Inc. and Bank of the West, as Joint Bookrunners and Joint Lead Arrangers

from 8-K 115 pages Amended and Restated Credit Agreement Dated as of June 29, 2016 Among Groupon, Inc., as Borrower the Lenders Party Hereto, Morgan Stanley Senior Funding, Inc. and Bank of the West, as Co-Syndication Agent and Jpmorgan Chase Bank, N.A., as Administrative Agent and Jpmorgan Chase Bank, N.A., as Sole Bookrunner and Jpmorgan Chase Bank, N.A., Morgan Stanley Senior Funding, Inc. and Bank of the West, as Joint Lead Arrangers

from 8-K 16 pages Second Amendment to Credit Agreement

from 8-K 102 pages J.P Morgan Credit Agreement Dated as of August 1, 2014 Among Groupon, Inc., as Borrower the Lenders Party Hereto. Morgan Stanley Senior Funding, Inc., as Syndication Agent and Jpmorgan Chase Bank, National Association as Administrative Agent and J.P. Morgan Securities LLC and Morgan Stanley Senior Funding, Inc. as Joint Bookrunners and Joint Lead Arrangers