FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person *
Rascoff Spencer M
2. Issuer Name and Ticker or Trading Symbol
Match Group, Inc. [MTCH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last)
(First)
(Middle)

MATCH GROUP, INC., 8750 N. CENTRAL EXPRESSWAY, SUITE 1400
3. Date of Earliest Transaction (Month/Day/Year)
01/21/2026
(Street)

DALLAS, TX 75231
(City)
(State)
(Zip)
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing
(Check applicable line)

__X__ Form Filed by One Reporting Person
_____ Form Filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)

2. Transaction Date (Month/Day/Year)

2A. Deemed Execution Date, if any (Month/Day/Year)

3. Transaction Code (Instr. 8)

4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)

5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)

6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)

7. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

Amount

(A) or (D)

Price



Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Dividend Equivalents

(1) 01/21/2026 A 1,337 03/01/2026 (2) 03/01/2028 (2)

Common Stock, par value $0.001

1,337 $ 0 5,273D 

Dividend Equivalents

(1) 01/21/2026 A 5,571   (3)   (3)

Common Stock, par value $0.001

5,571 $ 0 21,974D 

Explanation of Responses:

Dividend equivalents convert into common stock on a one-for-one basis.

The dividend equivalents accrued on restricted stock units that vest as to 1/3 on March 1, 2026 and as to 1/12 every three months thereafter, subject to continued service. The dividend equivalents vest proportionately with the restricted stock units.

The dividend equivalents accrued on performance-based restricted stock units ("PSUs") that vest based on Match Group, Inc.'s common stock achieving certain specified prices per share over an approximate one year period beginning on February 5, 2027, subject to continued service; provided that, in the event of certain terminations of the reporting person's employment, the PSUs will be eligible to vest based on Match Group, Inc.'s common stock achieving certain specified prices per share over the approximate one year period beginning on the date of termination. The dividend equivalents vest proportionately with the PSUs.



Signatures

David Shipley as Attorney-in-Fact for Spencer M. Rascoff

01/23/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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