{"url_path":"/sec/grpn/8-k/2026-06-17/item-5-07","section_key":"item-5-07","section_title":"Item 5.07 Submission of Matters to a Vote of Security Holders.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-17","source_url":"https://www.sec.gov/Archives/edgar/data/1490281/0001490281-26-000021-index.html","accession_number":"0001490281-26-000021","cik":"0001490281","ticker":"GRPN","issuer_name":"Groupon, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1490281/0001490281-26-000021-index.html","primary_entity_key":"0001490281","primary_entity_name":"Groupon, Inc."},"word_count":245,"has_tables":true,"body_markdown":"Item 5.07. Submission of Matters to a Vote of Security Holders.\n\nThe Company held its Annual Meeting of Stockholders on June 11, 2026. Set forth below are the final voting results for each of the proposals submitted to a vote of the stockholders of the Company at the Company's Annual Meeting.\n\nElection of Directors\n\nThe Company's six director nominees were elected to the Board and will serve as directors until the Company's next annual meeting of stockholders or until their respective successors are elected and qualified. The directors were elected with the following vote:\n\nFor\n\nWithheld\n\nBroker Non-Vote\n\nDusan Senkypl\n21,238,69795,8305,661,810\n\nJan Barta\n20,986,018348,5095,661,810\n\nRobert Bass\n21,045,175289,3525,661,810\n\nJason Harinstein21,218,650115,8775,661,810\n\nTheodore Leonsis\n20,157,8861,176,6415,661,810\n\nAmit Shah21,277,16857,3595,661,810\n\nRatification of Independent Registered Public Accounting Firm for Fiscal Year 2026\n\nThe appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the 2026 fiscal year was ratified with the following vote:\n\nFor\n\nAgainst\n\nAbstentions\n\n26,927,60856,33112,398\n\nAdvisory Approval of Groupon's Named Executive Officer Compensation\n\nA proposal to conduct a non-binding, advisory vote to approve our named executive officer compensation, as disclosed in the proxy statement, was approved with the following vote:\n\nFor\n\nAgainst\n\nAbstentions\n\nBroker Non-Votes\n\n20,771,441338,086225,0005,661,810\n\nApproval of Amendment to Groupon's Restated Certificate of Incorporation\n\nA proposal to approve an amendment to our Restated Certificate of Incorporation to provide for officer exculpation as permitted by Section 102(b)(7) of the Delaware General Corporation Law was approved with the following vote:\n\nFor\n\nAgainst\n\nAbstentions\n\nBroker Non-Votes\n\n20,606,190491,355236,9825,661,810"}