https://www.sec.gov/Archives/edgar/data/891103/000089882225000002/mtch8k020325.htm

• Basic salary: $800,000 per year.
• Discretionary annual cash bonuses: based on achievement of formulaic performance goals targeted at 200% of annual salary.
• Time-based restricted stock units (“RSUs”): a grant date value of $7,200,000, vesting 1/3 on the first anniversary of the grant date and 1/12 every quarter thereafter, subject to continued service→ $2.4 million will vest after 12 months, full $7.2 million will vest after 4 years.
• Performance-based restricted stock units (”PSUs”): a target grant date value of $10,800,000, vesting on the third anniversary of the grant date subject to continued employment and attainment of applicable performance goals based on the Company’s total shareholder return relative to the Nasdaq Composite index (the “Relative TSR PSUs”).
• Equity value award: For the 2026 fiscal year, Rascoff will be granted equity awards with a target grant date value of not less than $12,000,000, 40% of which will be in the form of RSUs and 60% of which will be in the form of PSUs on terms and conditions no less favorable than the Relative TSR PSUs.
• Value creation award: a grant date value of $30,000,000, subject to continued service and satisfaction of the Company’s stock price hurdles of $40, $50 and $60, each applicable to one third of the award. 50% will vest upon satisfaction of the performance goal, and the remaining 50% will vest at the end of the three-year performance period. A stock price hurdle is met if the volume weighted average price of the Company’s stock equals or exceeds the applicable hurdle for 45 consecutive calendar days during the last year of the three-year performance period.

Term of the contract:

• Term of the contract: a scheduled term of one year from the Effective Date and provides for automatic renewals for successive one-year terms absent written notice from the Company or Mr. Rascoff.