Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Leadership Changes
On January 28, 2020, Amanda Ginsberg, Chief Executive Officer of Match Group,
Inc. (the "Company"), resigned from her roles as Chief Executive Officer and
member of the Board of Directors of the Company, effective March 1, 2020. Ms.
Ginsberg's decision to resign was not the result of any disagreement with the
Company on any matter relating to the Company's operations, policies or
practices.
On January 28, 2020, the Company's Board of Directors appointed Sharmistha
Dubey, the Company's President, to succeed Ms. Ginsberg as the Company's Chief
Executive Officer, effective March 1, 2020. Ms. Dubey, age 49, has served as
President of the Company since January 2018. Prior to that time, she served as
Chief Operating Officer of Tinder from February 2017 to January 2018 and as
President of Match Group Americas, where she oversaw the product and business
operations for North American dating brands, including the Match U.S. brand,
PlentyOfFish, OkCupid and Match Affinity Brands, from December 2015 to January
2018. Prior to that, she served in multiple roles within the Company: Chief
Product Officer of The Princeton Review and Tutor.com from July 2014 to December
2015; Executive Vice President of Tutor.com from April 2013 to July 2014; Chief
Product Officer of Match.com from January 2013 through April 2013 and Senior
Vice President, Match.com and Chemistry.com from September 2008 through December
2012.
On January 28, 2020, the Company's Board of Directors appointed Gary Swidler,
the Company's Chief Financial Officer, to the additional role of Chief Operating
Officer, effective March 1, 2020. Mr. Swidler, age 49, has served as Chief
Financial Officer of the Company since September 2015. Prior to that time, Mr.
Swidler was a Managing Director and Head of the Financial Institutions
Investment Banking Group at Bank of America Merrill Lynch ("Merrill Lynch") from
April 2014 to August 2015. Prior to that time, Mr. Swidler held a variety of
positions at Merrill Lynch and its predecessors since 1997, most recently as
Managing Director and Head of Specialty Finance from April 2009 to April 2014.
Prior to joining Merrill Lynch, Mr. Swidler was an associate at the law firm of
Wachtell, Lipton, Rosen & Katz.
The Company issued a press release announcing these and other leadership
changes, a copy of which is filed as Exhibit 99.1 hereto.
Once compensation arrangements for Ms. Dubey and Mr. Swidler have been finally
determined, the Company will file an amendment to this report within four
business days.
Advisory Agreement
On January 29, 2020, the Company entered into an advisory agreement with Ms.
Ginsberg, effective upon her separation from the Company, pursuant to which she
will advise the Company on matters relating to its business, strategy and
operations. The term of the Advisory Agreement will end on February 28, 2021.
Pursuant to the agreement, Ms. Ginsberg is bound by covenants not to compete
with the Company or solicit the Company's employees during the term of the
agreement and for 12 months thereafter. In addition, Ms. Ginsberg has agreed not
to use or disclose any confidential information of the Company or its affiliates
and to be bound by customary covenants relating to proprietary rights and the
related assignment of such rights. Pursuant to their terms, Ms. Ginsberg's
restricted stock units will continue to vest, and her stock options will remain
exercisable and continue to vest, as applicable, as long as she continues to
perform services for the Company. The above summary is qualified in its entirety
by reference to Ms. Ginsberg's advisory agreement, a copy of which is filed as
Exhibit 10.1 hereto and is incorporated herein by reference.

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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
     Exhibit
      Number       Description
       10.1          Advisory Agreement between Amanda W. Ginsberg and Match Group, Inc., dated
                   January 29, 2020
       99.1          Press Release of Match Group, Inc., dated January 28, 2020
       104         Inline XBRL for the cover page of this Current Report on Form 8-K



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