Exhibit 1

Equivalent of Directors and Officers of Pale Fire Capital SICAV a.s.

Name and Position Principal Occupation Principal Business Address Citizenship
       

Pale Fire Capital investicni spolecnost a.s.*

Sole member of Board of Directors

 

     

Dusan Senkypl*

Authorized representative of Pale Fire Capital investicni spolecnost a.s.

 

     

Petr Krajicek

Authorized representative of Pale Fire Capital investicni spolecnost a.s.

 

Private investor, entrepreneur

U Floriana 402/11,

Kolodeje, 190 16 Praha 9

Czech Republic

Czech Republic

Filip Rezny

Supervisory Board member

 

Financial Controller at Pale Fire Capital SE

 

U Traktorky 1234/4, Dolni Chabry, 184 00 Praha 8

Czech Republic

 

Czech Republic

David Holy

Supervisory Board member

 

Private investor, entrepreneur

K Vrbickam 820/34

664 48 Moravany

Czech Republic

 

Czech Republic

Rostislav Moric

Supervisory Board member

 

Interim CFO at Pale Fire Capital SE, CFO at Aukro s.r.o.

Vinohradska 1418/135, Zizkov, 130 00 Praha 3

Czech Republic

 

Czech Republic

 

 

 

 

Equivalent of Directors and Officers of Pale Fire Capital investicni spolecnost a.s.

Name and Position Principal Occupation Principal Business Address Citizenship
       

Jan Barta*

Chief Investment Officer

 

     

Dusan Senkypl*

Member of Board of Directors

 

     

Petr Krajicek

Member of Board of Directors

 

Private investor, entrepreneur

U Floriana 402/11, Kolodeje, 190 16 Praha 9

Czech Republic

Czech Republic

Petr Fiman
Chief Operating Officer & Chief Financial Officer

 

Employee at Pale Fire Capital SE Pod Krocinkou 752/31, Vysocany, 190 00 Praha 9
Czech Republic
Czech Republic

Filip Rezny

Supervisory Board member

 

Financial Controller at Pale Fire Capital SE

 

U Traktorky 1234/4, Dolni Chabry, 184 00 Praha 8

Czech Republic

 

Czech Republic

 

David Holy

Chairman of Supervisory Board

 

Private investor, entrepreneur

 

K Vrbickam 820/34

664 48 Moravany

Czech Republic

 

Czech Republic

 

Rostislav Moric

Supervisory Board member

 

Interim CFO at Pale Fire Capital SE, CFO at Aukro s.r.o.

Vinohradska 1418/135, Zizkov, 130 00 Praha 3

Czech Republic

 

Czech Republic

 

 

 

 

Equivalent of Directors and Officers of Pale Fire Capital SE

Name and Position Principal Occupation Principal Business Address Citizenship
       

Dusan Senkypl*

Chairman of Board of Directors

 

     

Jan Barta*

Chairman of Supervisory Board

 

     

Petr Krajicek

Member of Board of Directors

 

Private investor, entrepreneur

U Floriana 402/11, Kolodeje, 190 16 Praha 9

Czech Republic

Czech Republic

David Holy

Supervisory Board member

 

Private investor, entrepreneur

K Vrbickam 820/34

664 48 Moravany

Czech Republic

 

Czech Republic

Jiri Ponrt1

Supervisory Board member

 

Entrepreneur, CFO at Groupon, Inc.

Na Jezove 339

251 66 Mirosovice

Czech Republic

 

Czech Republic

_______________

* Such entity or individual is a Reporting Person and, as such, the information with respect to such entity or individual called for by the Schedule 13D is set forth therein.

 

1 Mr. Ponrt directly beneficially owns 116,400 Shares, which were acquired upon the vesting of certain restricted stock units awarded to him in his capacity as Chief Financial Officer of the Issuer. Mr. Ponrt has also been awarded an aggregate of 522,731 Performance Share Units (“PSUs”) in connection with his service as the Chief Financial Officer of the Issuer. Each PSU represents a contingent right to receive one Share. The number of Shares that will be acquired on vesting of the PSUs is contingent upon the achievement of pre-established stock price hurdles ($14.86, $20.14, $31.01 and $68.82) over a three-year performance period beginning on May 1, 2024, and ending on May 1, 2027; and achievement of continued service conditions measured on each of May 1, 2025, May 1, 2026 and May 1, 2027. The PSUs will vest immediately upon certification of the achievement of both conditions by the Compensation Committee of the Board.

Exhibit 99.1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock, par value $0.0001 per share, of Groupon, Inc., a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

Pale Fire Capital SICAV a.s.
 
By:

/s/ Dusan Senkypl

 
  Dusan Senkypl, Authorized Representative
Date: 02/06/2025

 

Pale Fire Capital investicni spolecnost a.s.
 
By:

/s/ Dusan Senkypl

 
  Dusan Senkypl, Board Member
Date: 02/06/2025

 

Pale Fire Capital SE
 
By:

/s/ Dusan Senkypl

 
  Dusan Senkypl, Chairman of the Board
Date: 02/06/2025

 

Senkypl Dusan
 
By:

/s/ Dusan Senkypl

 
  Dusan Senkypl
Date: 02/06/2025

 

Barta Jan
 
By:

/s/ Jan Barta

 
  Jan Barta
Date: 02/06/2025

 


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