Match Group shareholders approve board declassification, stock plan increase of 4.2M shares

Match Group, Inc.

Stockholders approved Amended 2024 Stock Plan, increasing available shares by 4.2M and extending term to 10th anniversary of 2025 annual meeting.
Certificate of incorporation amended to declassify Board over a three-year period; ineffective provisions removed.
Darrell Cavens appointed to Board and as Audit Committee Chair effective June 18, 2025.
Directors Bailey, Brenner, Campbell elected to three-year terms; say-on-pay proposal passed with ~96% of votes cast in favor.
Ernst & Young ratified as independent auditor for fiscal 2025 with over 95% of votes cast in favor.

item 5.02 item 5.07 item 5.03 item 9.01

Executive movements

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Appointed

Darrell Cavens

Director and Audit Committee Chair

MTCH · Match Group, Inc.

Effective: 2025-06-18
Filed: June 20, 2025, 7:59 PM ET

the Board appointed Darrell Cavens to the Board. Effective as of June 18, 2025, Mr. Cavens has been appointed Chair of the Board’s Audit Committee.

Key facts

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Executive change SEC 8-K Item 5.02 confidence 0.95

Darrell Cavens was appointed as Director and Audit Committee Chair at Match Group, Inc..

Action: appointed
Role: Director and Audit Committee Chair

Exact text from the filing

the Board appointed Darrell Cavens to the Board. Effective as of June 18, 2025, Mr. Cavens has been appointed Chair of the Board’s Audit Committee.

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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Match Group, Inc.: Approved amendment and restatement of the certificate of incorporation to declassify the Board over a three-year period and eliminate inoperative provisions (effective 2025-06-18).

Change: charter amendment
Effective: 2025-06-18

Exact text from the filing

At the 2025 Annual Meeting, the Company’s stockholders approved an amendment and restatement of the Company’s certificate of incorporation (as amended and restated, the “Fifth Amended and Restated Certificate”), which had previously been approved by the Board of Directors of the Company (the “Board”), subject to stockholder approval, to declassify the Board over a three-year period.

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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Match Group, Inc.: Amended and restated bylaws to reflect corresponding changes relating to the Fifth Amended and Restated Certificate (effective 2025-06-18).

Change: bylaw amendment
Effective: 2025-06-18

Exact text from the filing

Upon the effectiveness of the Fifth Amended and Restated Certificate, on June 18, 2025, the Board amended and restated the bylaws of the Company (as amended, the “Fifth Amended and Restated Bylaws”) to reflect corresponding changes relating to the Fifth Amended and Restated Certificate.

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86 governance changes filed in the last 30 days. Browse all governance changes →

Match Group, Inc. filing history →

Source: SEC EDGAR

accession 0000891103-25-000084

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