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Filing Details

Accession Number:: 0001225208-13-023838
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-11-18 19:31:06
Reporting Period:: 2013-11-14

Filing Date:: 2013-11-18
Accepted Time:: 2013-11-18 19:31:06
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1490281	Groupon Inc.	GRPN	Services-Advertising Agencies (7311)	270903295

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1452645	Theodore Leonsis	C/O Groupon, Inc. 600 West Chicago Avenue Chicago IL 60654		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Acquisiton	2013-11-14	150,000	$0.05	943,546	No	4	X	Direct
Class A Common Stock	Disposition	2013-11-14	50,000	$10.60	893,546	No	4	S	Direct
Class A Common Stock	Disposition	2013-11-15	50,000	$10.77	843,546	No	4	S	Direct
Class A Common Stock	Disposition	2013-11-18	50,000	$10.62	793,546	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	X	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Stock Option (Right to Buy)	Disposition	2013-11-14	150,000	$0.05	150,000	$0.05

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
900,000		2019-06-11	No	4	X	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Class A Common Stock	Deferred Stock Unit Award (Right to Receive)	$0.00			17,664	17,664	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	17,664	17,664	Direct

Footnotes

Reflects the exercise of options in connection with transactions effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
The transactions reported in this line item were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person. The reported price reflects the weighted average sale price per share for the transactions on November 14, 2013. The price per share for such transactions ranged from $10.39 to $10.77. Full information regarding the number of shares sold at each separate price will be provided to the United States Securities and Exchange Commission, the Issuer or a security holder of the Issuer upon a request for such information.
The transactions reported in this line item were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person. The reported price reflects the weighted average sale price per share for the transactions on November 15, 2013. The price per share for such transactions ranged from $10.66 to $10.95. Full information regarding the number of shares sold at each separate price will be provided to the United States Securities and Exchange Commission, the Issuer or a security holder of the Issuer upon a request for such information.
The transactions reported in this line item were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person. The reported price reflects the weighted average sale price per share for the transactions on November 18, 2013. The price per share for such transactions ranged from $10.37 to $10.81. Full information regarding the number of shares sold at each separate price will be provided to the United States Securities and Exchange Commission, the Issuer or a security holder of the Issuer upon a request for such information.
The options reported on this line vested in three equal installments on June 11, 2009, June 11, 2010 and June 11, 2011.
Mr. Leonsis has received an exempt award of Deferred Stock Units ("DSUs") under the Groupon, Inc. Non-Employee Director Compensation Plan. DSUs represent a right to receive shares of Groupon's common stock (or, in the sole discretion of Groupon's Board of Directors following a change in control, cash, securities or a combination of cash and securities equal to the fair market value thereof) upon termination of service as a Director of Groupon. Mr. Leonsis has elected to receive DSUs in lieu of the annual retainer fees payable for services on the Issuer's Board of Directorsand any committees thereof. The DSUs are awarded on the date such fees would otherwise be payable (i.e., quarterly in arrears). The DSUs are immediately vested.