Form 8-K

8-K — Match Group, Inc.

Accession: 0000891103-26-000128

Filed: 2026-08-04

Period: 2026-08-04

CIK: 0000891103

SIC: 7370 (SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC.)

Item: Results of Operations and Financial Condition

Item: Regulation FD Disclosure

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — mtch-20260804.htm (Primary)

EX-99.1 — PRESS RELEASE DATED AUGUST 4, 2026 (mtch8-k20260804ex991.htm)

EX-99.2 — PREPARED REMARKS DATED AUGUST 4, 2026 (mtch8-k20260804ex992.htm)

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8-K

8-K (Primary)

Filename: mtch-20260804.htm · Sequence: 1

mtch-20260804

0000891103false00008911032026-08-042026-08-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 4, 2026

MATCH GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-34148 59-2712887

(State or other jurisdiction

of incorporation) (Commission

File Number) (IRS Employer

Identification No.)

8750 North Central Expressway, Suite 1400

Dallas, TX 75231

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (214) 576-9352

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol Name of exchange on which registered

Common Stock, par value $0.001 MTCH The Nasdaq Stock Market LLC

(Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition.

Item 7.01. Regulation FD Disclosure.

On August 4, 2026, Match Group, Inc. (“Match Group”) published a press release and prepared remarks, each of which included results for the quarter ended June 30, 2026. The press release and prepared remarks are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated herein by reference. Match Group has also posted supplemental investor materials on the "Investor Relations" section of its website at https://ir.mtch.com.

Exhibits 99.1 and 99.2 are being furnished under both Item 2.02 “Results of Operations and Financial Condition” and Item 7.01 “Regulation FD Disclosure.”

Item 8.01. Other Events.

On August 4, 2026, Match Group announced that its Board of Directors declared a cash dividend of $0.20 per share of its outstanding common stock, payable on October 20, 2026 to stockholders of record as of the close of business on October 5, 2026.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit

Number

Description

99.1

Press Release dated August 4, 2026.

99.2

Prepared Remarks dated August 4, 2026.

104 Inline XBRL for the cover page of this Current Report on Form 8-K

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

MATCH GROUP, INC.

By: /s/ Steven Bailey

Steven Bailey

Chief Financial Officer

Date: August 4, 2026

EX-99.1 — PRESS RELEASE DATED AUGUST 4, 2026

EX-99.1

Filename: mtch8-k20260804ex991.htm · Sequence: 2

MTCH 8-K 2026.08.04 EX99.1

1 Hinge’s European expansion markets are: France, Germany, Austria, Switzerland, Denmark, Finland, Sweden, Norway, Spain, Italy,

Netherlands, and Belgium.

2 Source: Sensor Tower. Combined downloads across Apple App Store and Google Play Store. Among all dating apps as defined by Match

Group.

Exhibit 99.1

Match Group Announces Second Quarter Results

Tinder Y/Y DAU and MAU Trends Improve as Turnaround Gains Momentum

Hinge Grew Revenue 22% Y/Y as International Expansion Continues

LOS ANGELES, August 4, 2026 - Match Group (NASDAQ: MTCH) today announced financial results

for the second quarter ended June 30, 2026, reflecting continued progress in its product-led

turnaround. In Q2, the company delivered revenue in line with expectations and exceeded Adjusted

EBITDA expectations, while improving user engagement at Tinder and delivering strong global user

and revenue growth at Hinge.

At Tinder, product improvements continued to translate into stronger engagement and user trends.

Sparks and Sparks Coverage were broadly stable versus Q1, year-over-year (“Y/Y”) DAU declines

narrowed to 4% in Q2, the best result in 10 quarters, and Y/Y MAU declines improved across each of

Tinder’s top five revenue countries and among women. Trends have further strengthened in July,

supported by ongoing improvements to recommendation algorithms and product innovation. In Q2,

Hinge grew overall revenue 22% Y/Y, with global MAU up 13% Y/Y, and entered six new European

countries and four additional countries in Latin America. Hinge also grew revenue 86% Y/Y across its

European expansion markets1, while maintaining the number one downloaded2 position in aggregate

across those markets in Q2.

“Tinder finally looks and feels like the app young daters want to use. We have improved our

recommendation algorithms, strengthened Trust and Safety, introduced new ways to connect with

features like Double Date and Music Mode, and completed Tinder’s first full rebrand in nearly a

decade, and these changes are driving meaningful gains in metrics like DAU and retention to date.

The next step is winning back singles who’ve drifted away, and reaching those who’ve never tried

Tinder at all. In-person Events, now live in the U.S. and Europe, are an important part of that strategy,”

said CEO Spencer Rascoff. “Meanwhile, Hinge is expanding rapidly in new countries and has become

a global leader in the intentional dating category, and E&E is more streamlined and focused than ever,

with sharper priorities centered on user outcomes and continued product innovation. Match Group is

having a great 2026, positioning us well for 2027.”

3 As defined on page 10 of this press release.

Match Group Q2 2026 Financial Highlights

•Total Revenue of $853 million was down 1% Y/Y, down 2% on a foreign exchange (“FX”)

neutral basis (“FXN”), with a 6% Y/Y increase in RPP to $21.13, and a 6% Y/Y decline in

Payers to 13.3 million.

•Net Income of $171 million increased 36% Y/Y, representing a Net Income Margin of 20%.

•Adjusted EBITDA of $331 million increased 14% Y/Y, representing an Adjusted EBITDA

Margin of 39%.

•Operating Cash Flow and Free Cash Flow were $564 million and $527 million, respectively,

year-to-date through June 30, 2026.

•Repurchased 7.3 million of our shares at an average price of $34 per share for a total of $245

million, paid $91 million in dividends, and deployed $92 million of cash toward the net

settlement of employee equity awards to reduce dilution, equating to 81% of Free Cash Flow

year-to-date through June 30, 2026.

•Diluted shares outstanding3 were 237 million as of July 31, 2026, a decrease of 12 million

shares, or 5%, since July 31, 2025.

The following table summarizes total company consolidated financial results for the three months

ended June 30, 2026 and 2025.

Three Months Ended June 30,

(Dollars in millions, except RPP, Payers in thousands)

2026

2025

Y/Y Change

Total Revenue

$853

$864

(1)%

Direct Revenue

$840

$845

(1)%

Net income attributable to Match Group, Inc. shareholders

$171

$125

36%

Net Income Margin

20%

15%

Adjusted EBITDA

$331

$290

14%

Adjusted EBITDA Margin

39%

34%

Payers

13,250

14,093

(6)%

RPP

$21.13

$20.00

Other Quarterly Highlights:

•Tinder's product-led turnaround continued to build momentum in Q2. Sparks and Sparks

Coverage were broadly stable versus Q1, both globally and among women, and through July

have moved substantially higher Y/Y following updates to its recommendation algorithms.

•Tinder Events, a new feature that lets users discover and attend local activities

together, expanded into nine additional U.S. and European cities, with plans to reach 26

cities around the world by the end of September. During its pilot in Los Angeles, 71% of

eligible active users ages 18-24 engaged with the in-app Events tab, demonstrating especially

strong adoption among Gen Z users.

•Hinge is still expected to reach $1 billion in revenue in 2027, driven by continued

product innovation, international expansion, and monetization gains. In mid-July, Hinge

launched Friend's Take, a new feature that brings friends and family into the dating experience.

•E&E, which now includes Azar and Pairs and stands for “Everyone Everywhere,” has

completed all major platform migrations. E&E brands are benefiting from shared Match

Group capabilities, including Trust and Safety, recommendation algorithms, cross-sell,

centralized marketing, consumer research, and more.

A webcast of our second quarter 2026 results will be available at https://ir.mtch.com, along with our

Prepared Remarks and Supplemental Financial Materials. The webcast will begin today, August 4,

2026, at 5:00 PM Eastern Time. This press release, including the reconciliations of certain non-GAAP

measures to their nearest comparable GAAP measures, is also available on that site.

Financial Outlook

For Q3 2026, Match Group expects:

•Total Revenue of $885 to $895 million, down 2% to 3% Y/Y.

•Adjusted EBITDA of $330 to $335 million, representing a Y/Y increase of 10% at the mid-point

of the range.

•Adjusted EBITDA Margin of 37% at the mid-points of the ranges.

Dividend Declaration

Match Group's Board of Directors has declared a cash dividend of $0.20 per share of the company's

common stock. The dividend is payable on October 20, 2026 to shareholders of record as of October

5, 2026.

4 Leverage is calculated utilizing the non-GAAP measure Adjusted EBITDA as the denominator. For a reconciliation of the non-GAAP

measure for each period presented, see page 8.

Financial Results

Consolidated Operating Costs and Expenses

Three Months Ended June 30,

(Dollars in thousands)

2026

% of

Revenue

2025

% of

Revenue

Y/Y Change

Cost of revenue

$204,262

24%

$241,938

28%

(16)%

Selling and marketing expense

158,253

19%

148,254

17%

General and administrative expense

106,468

12%

136,555

16%

(22)%

Product development expense

114,816

13%

114,511

13%

—%

Depreciation

15,325

18,061

(15)%

Amortization of intangibles

8,531

10,498

(19)%

Total operating costs and expenses

$607,655

71%

$669,817

78%

(9)%

Liquidity and Capital Resources

During the six months ended June 30, 2026, we generated operating cash flow of $564 million and

Free Cash Flow of $527 million.

During the quarter ended June 30, 2026, we repurchased 5.3 million shares of our common stock for

$185 million at an average price of $34.92. Between July 1 and July 31, 2026, we repurchased an

additional 0.4 million shares of our common stock for $16 million at an average price of $38. As of July

31, 2026, $697 million in aggregate value of shares of Match Group stock remains available under our

share repurchase program.

As of June 30, 2026, we had $0.6 billion in cash, cash equivalents, and short-term investments and

$3.6 billion of long-term debt, inclusive of current maturities, all of which is fixed rate debt, including

$0.6 billion of Exchangeable Senior Notes.

In June 2026, we used $424 million of cash on hand to repay the outstanding 0.875% exchangeable

senior notes due 2026 (the “2026 Exchangeable Notes”) at their maturity. Our $500 million revolving

credit facility was undrawn as of June 30, 2026. Match Group’s trailing twelve-month leverage4 as of

June 30, 2026 was 2.7x on a gross basis and 2.2x on a net basis.

On July 21, 2026, we paid a dividend of $0.20 per share to holders of record on July 7, 2026. The total

cash payout was $46 million.

GAAP Financial Statements

Consolidated Statement of Operations

Three Months Ended June 30,

Six Months Ended June 30,

2026

2025

2026

2025

(In thousands, except per share data)

Revenue

$853,105

$863,738

$1,717,039

$1,694,916

Operating costs and expenses:

Cost of revenue (exclusive of depreciation shown

separately below)

204,262

241,938

414,918

478,846

Selling and marketing expense

158,253

148,254

321,283

305,350

General and administrative expense

106,468

136,555

195,596

248,075

Product development expense

114,816

114,511

231,621

235,365

Depreciation

15,325

18,061

29,457

39,790

Impairments and amortization of intangibles

8,531

10,498

42,298

20,976

Total operating costs and expenses

607,655

669,817

1,235,173

1,328,402

Operating income

245,450

193,921

481,866

366,514

Interest expense

(42,381)

(32,160)

(84,906)

(67,416)

Other income (expense), net

11,579

(4,056)

18,219

(1,440)

Income before income taxes

214,648

157,705

415,179

297,658

Income tax provision

(44,102)

(32,227)

(77,788)

(54,609)

Net income

170,546

125,478

337,391

243,049

Net income attributable to noncontrolling interests

—

(8)

(1)

Net income attributable to Match Group, Inc.

shareholders

$170,546

$125,478

$337,383

$243,048

Net earnings per share attributable to Match Group, Inc.

shareholders:

Basic

$0.73

$0.51

$1.45

$0.98

Diluted

$0.70

$0.49

$1.37

$0.93

Basic shares outstanding

232,504

244,370

232,970

247,731

Diluted shares outstanding

247,757

263,773

249,620

267,832

Stock-based compensation expense by function:

Cost of revenue

$1,379

$1,715

$2,846

$3,550

Selling and marketing expense

2,726

3,124

5,334

5,866

General and administrative expense

22,968

25,736

42,730

52,742

Product development expense

34,948

36,892

69,678

75,703

Total stock-based compensation expense

$62,021

$67,467

$120,588

$137,861

Consolidated Balance Sheet

June 30, 2026

December 31, 2025

(In thousands)

ASSETS

Cash and cash equivalents

$580,580

$1,027,838

Short-term investments

3,228

3,461

Accounts receivable, net

279,307

303,495

Other current assets

89,111

92,500

Total current assets

952,226

1,427,294

Property and equipment, net

146,255

131,159

Goodwill

2,335,189

2,339,350

Intangible assets, net

152,985

192,929

Deferred income taxes

180,442

216,057

Other non-current assets

266,818

154,022

TOTAL ASSETS

$4,033,915

$4,460,811

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES

Current maturities of long-term debt, net

$—

$423,580

Accounts payable

26,609

9,577

Deferred revenue

152,738

151,337

Accrued expenses and other current liabilities

373,025

422,051

Total current liabilities

552,372

1,006,545

Long-term debt, net of current maturities

3,551,878

3,549,099

Income taxes payable

48,806

43,522

Deferred income taxes

1,552

10,732

Other long-term liabilities

116,362

104,309

Commitments and contingencies

SHAREHOLDERS’ EQUITY

Common stock

305

300

Additional paid-in capital

8,663,665

8,721,015

Retained deficit

(5,628,924)

(5,966,307)

Accumulated other comprehensive loss

(441,337)

(422,620)

Treasury stock

(2,830,764)

(2,585,892)

Total Match Group, Inc. shareholders’ equity

(237,055)

(253,504)

Noncontrolling interests

—

108

Total shareholders’ equity

(237,055)

(253,396)

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

$4,033,915

$4,460,811

Consolidated Statement of Cash Flows

Six Months Ended June 30,

2026

2025

(In thousands)

Cash flows from operating activities:

Net income

$337,391

$243,049

Adjustments to reconcile net income to net cash provided by operating activities:

Stock-based compensation expense

120,588

137,861

Depreciation

29,457

39,790

Impairments and amortization of intangibles

42,298

20,976

Deferred income taxes

26,726

(7,908)

Other adjustments, net

(1,985)

15,721

Changes in assets and liabilities

Accounts receivable

22,487

(12,739)

Other assets

12,570

32,304

Accounts payable and other liabilities

(47,425)

(19,438)

Income taxes payable and receivable

20,060

(6,071)

Deferred revenue

2,032

(6,586)

Net cash provided by operating activities

564,199

436,959

Cash flows from investing activities:

Capital expenditures

(37,698)

(28,297)

Purchases of investments

(112,000)

—

Other, net

(25,976)

Net cash used in investing activities

(149,686)

(54,273)

Cash flows from financing activities:

Principal payments on Term Loan

—

(425,000)

Payments to settle exchangeable notes

(423,854)

—

Proceeds from issuance of common stock pursuant to stock-based awards and

employee stock purchase plan

3,157

3,598

Withholding taxes paid on behalf of employees on net settled stock-based awards

(92,489)

(89,921)

Dividends

(90,929)

(94,968)

Purchases of treasury stock

(245,400)

(419,676)

Purchase of noncontrolling interests

(232)

(84)

Other, net

(6,010)

(6,225)

Net cash used in financing activities

(855,757)

(1,032,276)

Total cash used

(441,244)

(649,590)

Effect of exchange rate changes on cash and cash equivalents

(6,014)

18,840

Net decrease in cash and cash equivalents

(447,258)

(630,750)

Cash and cash equivalents at beginning of period

1,027,838

965,993

Cash and cash equivalents at end of period

$580,580

$335,243

Reconciliations of GAAP to Non-GAAP Measures

Reconciliation of Net Income to Adjusted EBITDA

Three Months Ended June 30,

Six Months Ended June 30,

2026

2025

2026

2025

(Dollars in thousands)

Net income attributable to Match Group, Inc.

shareholders

$170,546

$125,478

$337,383

$243,048

Add back:

Net income attributable to noncontrolling interests

—

Income tax provision

44,102

32,227

77,788

54,609

Other (income) expense, net

(11,579)

4,056

(18,219)

1,440

Interest expense

42,381

32,160

84,906

67,416

Stock-based compensation expense

62,021

67,467

120,588

137,861

Depreciation

15,325

18,061

29,457

39,790

Impairments and amortization of intangibles

8,531

10,498

42,298

20,976

Adjusted EBITDA

$331,327

$289,947

$674,209

$565,141

Revenue

$853,105

$863,738

$1,717,039

$1,694,916

Net Income Margin

20%

15%

20%

14%

Adjusted EBITDA Margin

39%

34%

39%

33%

Reconciliation of Net Income to Adjusted EBITDA used in Leverage Ratios

Twelve months

ended

June 30, 2026

(In thousands)

Net income attributable to Match Group, Inc. shareholders

$707,781

Add back:

Net income attributable to noncontrolling interests

Income tax provision

155,721

Other income, net

(40,684)

Interest expense

165,041

Stock-based compensation expense

240,929

Depreciation

56,779

Impairments and amortization of intangibles

59,870

Adjusted EBITDA

$1,345,459

Reconciliation of Operating Cash Flow to Free Cash Flow

Six months ended

June 30, 2026

(In thousands)

Net cash provided by operating activities

$564,199

Capital expenditures

(37,698)

Free Cash Flow

$526,501

Reconciliation of Forecasted Net Income to Forecasted Adjusted EBITDA

Three Months Ended

September 30, 2026

(In millions)

Net income attributable to Match Group, Inc. shareholders

$175 to $180

Add back:

Income tax provision

Other income, net

(5)

Interest expense

Stock-based compensation expense

Depreciation and amortization of intangibles

Adjusted EBITDA

$330 to $335

Revenue

$885 to $895

Net Income Margin (at the mid-point of the ranges)

20%

Adjusted EBITDA Margin (at the mid-point of the ranges)

37%

Reconciliation of GAAP Revenue to Non-GAAP Revenue, Excluding Foreign Exchange

Effects

Three Months Ended June 30,

Six Months Ended June 30,

2026

$ Change

% Change

2025

2026

$ Change

% Change

2025

(Dollars in millions, rounding differences may occur)

Total Revenue, as reported

$853.1

$(10.6)

(1)%

$863.7

$1,717.0

$22.1

$1,694.9

Foreign exchange effects

(6.6)

(38.2)

Total Revenue, excluding foreign exchange

effects

$846.5

$(17.2)

(2)%

$863.7

$1,678.8

$(16.1)

(1)%

$1,694.9

Dilutive Securities

Match Group has various tranches of dilutive securities. The table below details these securities and their potentially

dilutive impact (shares in millions; rounding differences may occur).

Average Exercise

Price

7/31/2026

Share Price

$39.41

Absolute Shares

229.6

Equity Awards

Options

$20.79

0.1

RSUs and subsidiary denominated equity awards

7.7

Total Dilution - Equity Awards

7.8

Outstanding Warrants

Warrants expiring on September 15, 2026 (5.0 million outstanding)

$129.39

—

Warrants expiring on April 15, 2030 (7.1 million outstanding)

$129.45

—

Total Dilution - Outstanding Warrants

—

Total Dilution

7.8

% Dilution

3.3%

Total Diluted Shares Outstanding

237.3

______________________

The dilutive securities presentation above is calculated using the methods and assumptions described below; these

are different from GAAP dilution, which is calculated based on the treasury stock method.

Options — The table above assumes the options are settled net of the option exercise price and employee

withholding taxes, as is our practice, and the dilutive effect is presented as the net shares that would be issued upon

exercise. Withholding taxes paid by the Company on behalf of the employees upon exercise is estimated to be

$2.8 million, assuming the stock price in the table above and a 50% estimated employee withholding tax rate.

RSUs and subsidiary denominated equity awards — The table above assumes RSUs are settled net of employee

withholding taxes, as is our practice, and the dilutive effect is presented as the net number of shares that would be

issued upon vesting. Withholding taxes paid by the Company on behalf of the employees upon vesting is estimated to

be $302.9 million, assuming the stock price in the table above and a 50% withholding rate.

All market-based awards reflect the expected shares that will vest based on current market estimates. The table

assumes no change in the fair value estimate of the subsidiary denominated equity awards from the values used for

GAAP purposes at June 30, 2026.

Exchangeable Senior Notes — The Company has one series of Exchangeable Senior Notes outstanding. In the

event of an exchange, the Exchangeable Senior Notes can be settled in cash, shares, or a combination of cash and

shares. At the time of the Exchangeable Senior Notes issuance, the Company purchased call options with a strike

price equal to the exchange price of the Exchangeable Senior Notes (“Note Hedge”), which can be used to offset the

dilution of the Exchangeable Senior Notes. No dilution is reflected in the table above for the Exchangeable Senior

Notes because it is the Company’s intention to settle the Exchangeable Senior Notes with cash equal to the face

amount of the notes; any shares issued would be offset by shares received upon exercise of the Note Hedge.

Warrants — At the time of the issuance of the outstanding Exchangeable Senior Notes and the 2026 Exchangeable

Notes, the Company also sold warrants for the number of shares with the strike prices reflected in the table above.

The cash generated from the exercise of the warrants is assumed to be used to repurchase Match Group shares and

the resulting net dilution, if any, is reflected in the table above. The warrants expiring on September 15, 2026 related to

the 2026 Exchangeable Notes.

Non-GAAP Financial Measures

Match Group reports Adjusted EBITDA, Adjusted EBITDA Margin, Free Cash Flow, and Revenue Excluding Foreign

Exchange Effects, all of which are supplemental measures to U.S. generally accepted accounting principles (“GAAP”). The

Adjusted EBITDA, Adjusted EBITDA Margin, and Free Cash Flow measures are among the primary metrics by which we

evaluate the performance of our business, on which our internal budget is based and by which management is

compensated. Revenue Excluding Foreign Exchange Effects provides a comparable framework for assessing the

performance of our business without the effect of exchange rate differences when compared to prior periods. We believe that

investors should have access to the same set of tools that we use in analyzing our results. These non-GAAP measures

should be considered in addition to results prepared in accordance with GAAP but should not be considered a substitute for

or superior to GAAP results. Match Group endeavors to compensate for the limitations of the non-GAAP measures

presented by providing the comparable GAAP measures and descriptions of the reconciling items, including quantifying such

items, to derive the non-GAAP measures. We encourage investors to examine the reconciling adjustments between the

GAAP and non-GAAP measures, which we describe below. Interim results are not necessarily indicative of the results that

may be expected for a full year.

Definitions of Non-GAAP Measures

Adjusted EBITDA is defined as net income attributable to Match Group, Inc. shareholders excluding: (1) net income

attributable to noncontrolling interests; (2) income tax provision or benefit; (3) other income (expense), net; (4) interest

expense; (5) depreciation; (6) acquisition-related items consisting of (i) amortization of intangible assets and impairments of

goodwill and intangible assets, if applicable and (ii) gains and losses recognized on changes in fair value of contingent

consideration arrangements, as applicable; and (7) stock-based compensation expense. We believe Adjusted EBITDA is

useful to analysts and investors as this measure allows a more meaningful comparison between our performance and that of

our competitors. Adjusted EBITDA has certain limitations because it excludes certain expenses.

Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by revenues. We believe Adjusted EBITDA Margin is

useful for analysts and investors as this measure allows a more meaningful comparison between our performance and that

of our competitors. Adjusted EBITDA Margin has certain limitations in that it does not take into account the impact to our

consolidated statement of operations of certain expenses.

Free Cash Flow is defined as net cash provided by operating activities, less capital expenditures. We believe Free Cash

Flow is useful to investors because it represents the cash that our operating businesses generate, before taking into account

non-operational cash movements. Free Cash Flow has certain limitations in that it does not represent the total increase or

decrease in the cash balance for the period, nor does it represent the residual cash flow for discretionary expenditures.

Therefore, we think it is important to evaluate Free Cash Flow along with our consolidated statement of cash flows.

We look at Free Cash Flow as a measure of the strength and performance of our businesses, not for valuation purposes. In

our view, applying “multiples” to Free Cash Flow is inappropriate because it is subject to timing, seasonality and one-time

events. We manage our business for cash, and we think it is of utmost importance to maximize cash – but our primary

valuation metric is Adjusted EBITDA.

Revenue Excluding Foreign Exchange Effects is calculated by translating current period revenues using prior period

exchange rates. The percentage change in Revenue Excluding Foreign Exchange Effects is calculated by determining the

change in current period revenues over prior period revenues where current period revenues are translated using prior

period exchange rates. We believe the impact of foreign exchange rates on Match Group, due to its global reach, may be an

important factor in understanding period over period comparisons if movement in rates is significant. Since our results are

reported in U.S. dollars, international revenues are favorably impacted as the U.S. dollar weakens relative to other

currencies, and unfavorably impacted as the U.S. dollar strengthens relative to other currencies. We believe the presentation

of revenue excluding foreign exchange effects in addition to reported revenue helps improve the ability to understand Match

Group’s performance because it excludes the impact of foreign currency volatility that is not indicative of Match Group’s core

operating results.

Non-Cash Expenses That Are Excluded From Our Non-GAAP Measures

Stock-based compensation expense consists principally of expense associated with the grants of RSUs, performance-

based RSUs, and market-based awards. These expenses are not paid in cash, and we include the related shares in our fully

diluted shares outstanding using the treasury stock method; however, performance-based RSUs and market-based awards

are included only to the extent the applicable performance or market condition(s) have been met (assuming the end of the

reporting period is the end of the contingency period). To the extent stock-based awards are settled on a net basis, we remit

the required tax-withholding amounts from our current funds.

Depreciation is a non-cash expense relating to our property and equipment and is computed using the straight-line method

to allocate the cost of depreciable assets to operations over their estimated useful lives, or, in the case of leasehold

improvements, the lease term, if shorter.

Amortization of intangible assets and impairments of goodwill and intangible assets are non-cash expenses related

primarily to acquisitions. At the time of an acquisition, the identifiable definite-lived intangible assets of the acquired company,

such as customer lists, trade names and technology, are valued and amortized over their estimated lives. Value is also

assigned to (i) acquired indefinite-lived intangible assets, which consist of trade names and trademarks, and (ii) goodwill,

which are not subject to amortization. An impairment is recorded when the carrying value of an intangible asset or goodwill

exceeds its fair value. We believe that intangible assets represent costs incurred by the acquired company to build value

prior to acquisition and the related amortization and impairment charges of intangible assets or goodwill, if applicable, are not

ongoing costs of doing business.

Additional Definitions

Tinder consists of the world-wide activity of the brand Tinder®.

Hinge consists of the world-wide activity of the brand Hinge®.

Everyone Everywhere (“E&E”) consists of the world-wide activity of the brands Match®, Meetic®, OkCupid®, Plenty Of

Fish®, Pairs™, Azar®, BLK®, Chispa™, The League®, Upward®, Salams®, HER™, and other smaller brands.

Retention measures the share of existing users who remain active after 30 days.

Sparks is the number of users engaging in six-way conversations on Tinder in a given week. When presented on a monthly,

quarterly or year-to-date basis, Sparks represents the average of the weekly values for the respective period presented.

Sparks Coverage is the percentage of active Tinder users who experience a Spark in a given period and is average Sparks

for the period divided by average weekly active users in the period.

Direct Revenue is revenue that is received directly from end users of our services and includes both subscription and à la

carte revenue.

Indirect Revenue is revenue that is not received directly from end users of our services, a majority of which is advertising

revenue.

Payers are unique users at a brand level in a given month from whom we earned Direct Revenue. When presented as a

quarter-to-date or year-to-date value, Payers represents the average of the monthly values for the respective period

presented. At a consolidated level and a business unit level to the extent a business unit consists of multiple brands,

duplicate Payers may exist when we earn revenue from the same individual at multiple brands in a given month, as we are

unable to identify unique individuals across brands in the Match Group portfolio.

Revenue Per Payer (“RPP”) is the average monthly revenue earned from a Payer and is Direct Revenue for a period

divided by the Payers in the period, further divided by the number of months in the period.

Daily Active User (“DAU”) is the average daily number of unique registered users at a brand level who has visited the

brand’s app or, if applicable, their website in the past seven days as of any given day. When presented on a monthly,

quarterly or year-to-date basis, DAU represents the average of the daily DAU values for the respective period presented. At a

consolidated level and a business unit level to the extent a business unit consists of multiple brands, duplicate users will exist

within DAU when the same individual visits multiple brands in a given day.

Monthly Active User (“MAU”) is a unique registered user at a brand level who has visited the brand’s app or, if applicable,

their website in the given month. For measurement periods that span multiple months, the average of each month is used. At

a consolidated level and a business unit level to the extent a business unit consists of multiple brands, duplicate users will

exist within MAU when the same individual visits multiple brands in a given month.

Leverage on a gross basis is calculated as principal debt balance divided by Adjusted EBITDA for the period referenced.

Leverage on a net basis is calculated as principal debt balance less cash and cash equivalents and short-term investments

divided by Adjusted EBITDA for the period referenced.

Other Information

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995

This press release and our conference call, which will be held at 5:00 p.m. Eastern Time on August 4, 2026, may contain

“forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements that

are not historical facts are “forward looking statements.” The use of words such as “anticipates,” “estimates,” “expects,”

“plans,” “believes,” “will,” and “would,” among others, generally identify forward-looking statements. These forward-looking

statements include, among others, statements relating to: Match Group’s future financial performance, Match Group’s

business prospects and strategy, anticipated trends, and other similar matters. These forward-looking statements are based

on management’s current expectations and assumptions about future events, which are inherently subject to uncertainties,

risks and changes in circumstances that are difficult to predict. Actual results could differ materially from those contained in

these forward-looking statements for a variety of reasons, including, among others: failure to retain existing users or add new

users, or if users do not convert to paying users; competition; risks related to our restructuring and reorganization activities;

our ability to attract and retain users through cost-effective marketing efforts; our reliance on a variety of third-party platforms,

in particular, mobile app stores; our ability to realize reductions in in-app purchase fees; inappropriate actions by certain of

our users could be attributed to us or may not be adequately prevented by us; dependence on our key personnel; volatile

global economic conditions; operational and financial risks in connection with acquisitions; impairment charges related to our

intangible assets; operations in various international markets, including certain markets in which we have limited experience;

foreign currency exchange rate fluctuations; challenges in measuring our user metrics and other estimates; the limited

operating history of our newer brands and services makes it difficult to evaluate our current business and future prospects;

impacts of climate change; the integrity of our and third parties’ systems and infrastructure; cyberattacks on our systems and

infrastructure and cyberattacks experienced by third parties; our ability to access, collect, and use personal data about our

users; breaches or unauthorized access of personal and confidential or sensitive user information that we maintain and

store; challenges with properly managing the use of artificial intelligence; risks related to credit card payments; risks related

to our use of “open source” software; complex and evolving U.S., foreign, and international laws and regulations; our ability

to protect our intellectual property rights or accusations that we infringe upon the intellectual property rights of others;

adverse outcomes in litigation; risks related to our taxation in multiple jurisdictions; risks related to our indebtedness; and

risks relating to ownership of our common stock. Certain of these and other risks and uncertainties are discussed in Match

Group’s filings with the Securities and Exchange Commission. Other unknown or unpredictable factors that could also

adversely affect Match Group’s business, financial condition and results of operations may arise from time to time. In light of

these risks and uncertainties, these forward-looking statements may not prove to be accurate. Accordingly, you should not

place undue reliance on these forward-looking statements, which only reflect the views of Match Group management as of

the date of this press release. Match Group does not undertake to update these forward-looking statements.

About Match Group

Match Group (NASDAQ: MTCH), through its portfolio companies, is a leading provider of digital technologies

designed to help people make meaningful connections. Our global portfolio of brands includes Tinder®, Hinge®,

Match®, Meetic®, OkCupid®, Pairs™, Plenty Of Fish®, Azar®, BLK®, and more, each built to increase our users’

likelihood of connecting with others. Through our trusted brands, we provide tailored services to meet the

varying preferences of our users.

Tanny Shelburne

Match Group Investor Relations

ir@match.com

Match Group Corporate Communications

matchgroupPR@match.com

Match Group

8750 North Central Expressway, Suite 1400, Dallas, TX 75231, (214) 576-9352 https://mtch.com

EX-99.2 — PREPARED REMARKS DATED AUGUST 4, 2026

EX-99.2

Filename: mtch8-k20260804ex992.htm · Sequence: 3

MTCH 8-K 2026.08.04 EX99.2

Exhibit 99.2

Q2 2026 Prepared Remarks

This was a strong quarter for Match Group and an

important one for Tinder®.

Over the past year, our priority at Tinder has been

making the product work better for users. That includes

improving our recommendation algorithms, introducing

lower-pressure ways to connect like Double Date and

Modes, and up-leveling Trust and Safety.

Monthly Active User (“MAU”) declines have narrowed

significantly since we began this work, supported by a

better product experience that is improving user

outcomes and increasing engagement. Daily Active User

(“DAU”) trends have also improved meaningfully, and we

expect them to turn positive year-over-year (“Y/Y”) any

day now. This is a huge milestone for us – it will be the

first time that Tinder has had positive Y/Y usage in more

than three years.

To reach our ultimate goal of returning to MAU growth,

we need to drive more reconsideration through product

innovation and marketing. That means giving the millions

of singles who've used Tinder before, and those who’ve never tried, more reasons to download the

app. Tinder’s second-half roadmap is geared to do exactly that.

Meanwhile, Hinge® continues to deliver strong growth with meaningful runway across product

innovation, international expansion, and monetization. And at E&E, which now stands for "Everyone

Everywhere," we are sharpening the strategy and applying more of Match Group’s shared capabilities.

We delivered these improvements while maintaining strong financial performance, with Total Revenue

down just 1% and Adjusted EBITDA growing 14% Y/Y, and we’ve continued to return meaningful

capital to shareholders at the same time.

Execution Is Accelerating at Tinder

Before I joined, Tinder was not shipping features quickly enough to keep pace with evolving user

expectations. That has changed. AI has accelerated execution across product development lifecycles,

enabling us to move faster and execute against an ambitious second-half roadmap designed around

how Gen Z wants to connect.

Our internal research shows that nearly half of singles ages 18 to 29 want to share in-person

experiences with people who could become closer connections. Yet for a generation that grew up

online, making that transition into real life can still feel hard. That is why we are doubling down on

more social, lower-pressure ways for users to connect in real life.

1 Source: Internal Tinder survey of non-Tinder users.

•Our Events feature is an important

component of that strategy. It gives

users a dedicated place inside Tinder to

discover local activities, see who else is

interested before attending, and

continue connecting afterward. We

began piloting Events in Los Angeles in

March, and since then, more than 60

events have brought Tinder users

together in person.

We see the value of Events extending far beyond those who attend. Bringing more real-world

connection into the experience can help shift perception of Tinder, and the category more

broadly, giving singles a reason to reconsider and try the app.

Early signals support that potential: roughly three in five people who do not use Tinder today

say Events would make them more likely to do so, and a similar share say it would make

connecting feel easier. Over half also describe the experience as something uniquely Tinder1.

During the Los Angeles pilot, 71% of eligible users ages 18 to 24 engaged with the in-app

Events tab, and more than half of users who visited the tab returned the following week. Based

on that success, Events is now live in nine additional cities across the U.S. and Europe, with

plans to reach 26 cities by the end of September. Today, we are scaling Events through a low-

cost model built primarily around partnerships with leading event providers.

•Missed Connections brings the in-app

and real-world experiences together by

surfacing a weekly curated set of profiles in

a dedicated tab based on who users

crossed paths with in the prior week. It’s

now testing in Canada and Australia, and

creating a more serendipitous way to

discover someone new while continuing to

prioritize user safety and privacy. AI helped

this team move from idea to final product in

just a few weeks, compressing what would

typically be a multi-month development

process.

•We are also expanding how users discover people inside Tinder. In Canada, we are testing a

new text-based Search feature to help users find people they are interested in more efficiently.

Early adoption is promising, with approximately 10% of exposed users submitting a search and

tens of thousands of searches generated in the first few weeks.

At the same time, we continue to improve our recommendation algorithms. Earlier this year,

updates to our algorithms for straight women drove significant gains in Sparks and Sparks Coverage.

In mid-July, we rolled out an updated version that is delivering further engagement improvements, and

we are now extending these updates to straight men and LGBTQ+ users, where we expect to see

similar benefits over time.

We are also testing more ambitious changes to our core discovery section and profile quality,

including a reimagined user experience with more contextual and individually engaging profile

elements and AI-powered profile building.

Together, these changes are supported by Tinder’s first full rebrand in nearly a decade. Now live

globally, the more modern Tinder identity includes a new logo, color palette, wordmark, typography,

and visual identity. This gives Tinder a fresh new look, and early results have been positive with nearly

all engagement metrics improving post rollout.

Tinder’s richer product roadmap is creating a steady cadence of new marketing moments, giving

users more reasons to reconsider the app as it evolves. In the U.S., recent Music Mode and Astrology

Mode campaigns have helped improve new registrations among women. We have also shifted our

strategy more towards lower-funnel channels, which now represent roughly half of our total spend, up

from 30% last year, and we believe that shift is helping trends among women. In the second half of the

year, we plan to build on that momentum with targeted marketing around Events, Modes, and Search.

Employee engagement at Tinder is higher than it’s been in years, reinforcing a belief I’ve held

throughout my career: Great people, properly motivated, build great products, and that’s exactly what

we are seeing at Tinder.

Continued Progress in Key Markets and Demos at Tinder

In Q2, improvements to the Tinder

experience continued to translate into

stronger engagement, particularly in

key markets and demos, and those

trends strengthened further in July.

DAU declined 4% Y/Y in Q2, its best

result in the past 10 quarters and a

significant improvement from

declines of roughly 10% less than a

year ago, while global user retention

increased 1% Y/Y. In July, DAU

improved for the fifth consecutive

month to down nearly 2.5% Y/Y.

Together, these metrics show that as

the experience improves, users are

more likely to return, whether the next day to continue a conversation or the next month to make a

new connection.

Sparks and Sparks Coverage remain important indicators of whether Tinder is helping users form

meaningful connections. In Q2, both metrics were broadly stable versus Q1, globally and among

women. Sparks declined 4% Y/Y in Q2, while Sparks Coverage grew 2% Y/Y as we began to comp

over product improvements from last year. The stability in Q2 shows the product improvements we’ve

made are having a lasting impact. Following the mid-July rollout of the latest version of Tinder’s

recommendation algorithms, Sparks and Sparks Coverage have moved substantially higher through

month-end.

We also saw improvement in MAU. MAU declined 7% Y/Y in Q2, one point better than the 8% decline

in Q1, with the biggest gains in our most important markets and user demos.

Y/Y MAU trends improved across each of Tinder’s top five revenue countries. In the U.S., its largest

market, declines slowed by approximately 2.5 points in Q2 compared to Q1. We saw similar progress

among women, where MAU improved across all major geographic regions and age groups, with

global MAU among women down 8% Y/Y in Q2, three points better than the 11% Y/Y decline in Q1.

As MAU improves, we’re seeing that directly translate into improved Y/Y Direct Revenue and Payer

trends over time. Payer Penetration, the percentage of MAU paying for a subscription or à la carte

(“ALC”) feature, was up Y/Y in Q2 both globally and across Tinder’s top five revenue countries in

aggregate, and Direct Revenue per MAU was up 6% Y/Y globally. While we don’t expect these

metrics to move in lockstep every quarter, given that some user experience tests and monetization

initiatives can have short-term impacts to Payers or revenue, the longer term trend is clear and gives

us confidence that continued MAU improvement should support better Payer and revenue results over

time.

Hinge

Hinge continues to be the best example in our portfolio of product-led growth at scale. Hinge has

strong product-market fit with intentioned daters, and its “designed to be deleted” promise is clear. The

team is disciplined about building against one objective: helping users get out on great dates.

Global MAU grew 13% Y/Y in Q2, driven by strong growth in its expansion markets. In core markets,

where Hinge remains a top downloaded app and has achieved significant scale, MAU remained

relatively flat Y/Y while revenue continued to grow double-digits in aggregate.

The team is focused on further strengthening its position in core markets through product innovation

and brand storytelling that supports the evolving needs of Gen Z daters. In the U.S., the Can’t Believe

We Met On Hinge brand marketing campaign speaks to the vulnerable emotion behind dating, where

the process can feel frustrating, but the desire for a meaningful relationship remains strong. Early

results are encouraging, driving a positive lift in overall registrations and, in particular, among young

women, as well as a measurable impact on brand sentiment.

Hinge is still expected to reach $1 billion in revenue in 2027, and we see three primary drivers of that

growth: product innovation, international expansion, and monetization runway.

First, product innovation. Hinge continues to improve the core experience across the dating journey,

from self-expression and discovery, to early engagement on the app, to ultimately meeting in person.

•Friend’s Take, which officially launched in mid-

July, brings the people who know you best into

an individual’s dating experience. Friends and

family can contribute text, voice, video, and

photo reflections to a user’s profile that help

create a richer, more authentic picture of who

someone is.

•The team is improving recommendation

algorithms, with a particular focus on the

women’s experience, and testing features like

Your Type Lately in select markets, which lets

daters describe what they are looking for in their

own words, from hobbies to personal values.

Gen Z daters learn more about what they are

looking for as they date. This approach clarifies

who a user is drawn to right now, and adjusts recommendations for that user.

•For returning users, Prefilled Basics lets people who deleted their accounts pick up where

they left off instead of starting from scratch. It is a simple change that reduces friction for

intentioned daters to re-enter the ecosystem and start having relevant experiences and

success more quickly.

•AI is also becoming more important to building the Hinge experience. The team is building its

first reinforcement-learning model to better understand when a user may need help and

what kind of help will be most useful, whether that is a nudge, tip, or other prompt at the right

2 Hinge’s European expansion markets are: France, Germany, Austria, Switzerland, Denmark, Finland, Sweden, Norway, Spain, Italy,

Netherlands, and Belgium.

3 Source: Sensor Tower. Combined downloads across Apple App Store and Google Play Store. Among all dating apps as defined by Match

Group.

moment. Over time, we see a path for this to become a broader personalization layer across

Hinge.

•And finally, Signals makes effort and follow-

through more visible, recognizing and rewarding

daters who demonstrate thoughtful participation,

which is particularly important for women. The

Signals badge also creates a new surface area

for value creation, allowing subscribers to filter

on only those users with a badge. Signals is

driving meaningful outcomes for users,

including more conversations, while

incentivizing better behavior, like sending likes

with comments. Signals also led to a 15%

increase in selfie verification for existing users

in tests.

Second, international expansion. Hinge grew Direct

Revenue 86% Y/Y across its European expansion

markets2, and maintained the number one downloaded3 position in aggregate across those markets in

Q2. Hinge also entered six new European countries during Q2. Beyond Europe, we continue to see

meaningful runway in Latin America, where Hinge has entered four new countries, building on the

momentum in Brazil and Mexico. India is also an important expansion market for Hinge, supported by

already strong organic growth and representing the brand’s first meaningful push into Asia.

Third, monetization. We see significant runway for future monetization through both further payer

penetration and monetization optimizations over time at Hinge. We also plan to begin testing an

additional subscription tier in Q3. The goal for Hinge is to create offerings that are new, differentiated,

and highly relevant to women, that are worth paying for.

Stepping back, Hinge is already a strong business, but the long-term opportunity remains large. The

team is executing, and they are doing it in a way that stays anchored in what makes Hinge distinct:

helping intentioned daters get off the app and into great dates.

E&E, which now stands for “Everyone Everywhere”

Over the past quarter, we completed a deeper review of E&E and have established a clearer direction

for the portfolio. E&E, which now includes our two Asia-based businesses, Pairs™ and Azar®, serves

distinct audiences across community, geography, identity, lifestyle, and life stage. With the major

platform migrations now complete, the portfolio has a stronger foundation to execute from.

Moving forward, E&E has sharper brand-by-brand priorities with a greater emphasis on user

outcomes and ecosystem health. We are making more deliberate investment choices and aligning

resources behind the brands and capabilities with the strongest long-term potential.

E&E brands are benefitting from shared Match Group capabilities, including Trust and Safety,

recommendation algorithms, cross-sell, centralized marketing, consumer research, and more.

Under 1MG, we are building shared capabilities that can support multiple brands over time. For

example, we expect Tinder Events to power in-app events for BLK by Q4, with the potential to extend

the capability to other E&E brands in ways tailored to their audiences. We are also integrating

analytics and performance marketing, while increasing collaboration in recommendations and Trust

and Safety.

There is still work ahead, but the early progress we’re seeing gives us confidence that E&E is moving

in the right direction. We look forward to sharing more in the coming quarters.

Final Thoughts

I’ll leave you with this. Our mission is rooted in a simple truth: humans need humans. At a time when

technology often pulls people further into their screens, we are building products that help people form

meaningful connections in the real world.

Our progress this quarter demonstrates our sustainable-growth flywheel is working. Product

innovation, increasingly powered by AI and 1MG, is delivering better user outcomes. Those outcomes

strengthen engagement, retention, and ecosystem health, which supports audience growth and, over

time, stronger financial performance.

Our job now is to keep every part of that flywheel turning faster and convert better experiences into

sustainable growth. That's how Revitalize becomes Resurgence.

Q2 2026 Financial Performance

We’re pleased with our Q2 results. Revenue was in line with our expectations, and Adjusted EBITDA

exceeded expectations.

As a reminder, we reorganized the business into three segments: Tinder, Hinge, and E&E, which now

includes our Azar and Pairs businesses. Historical periods have been recast in the supplemental

materials available on our IR website. Unless otherwise noted, all amounts are on an as reported

basis and comparisons will be discussed on a Y/Y basis. More details can be found in the financial

table below.

In Q2, Match Group’s Total Revenue was $853 million, down 1%, down 2% FXN. FX was $2 million

worse than expected at the time of our last earnings call. Payers declined 6% to 13.3 million, while

RPP increased 6% to $21.13. Indirect revenue was $13 million, down 28%, reflecting lower spend

from top advertisers compared to a strong Q2 last year, as well as some reallocation of spend during

the World Cup. In Q2, Match Group’s Adjusted EBITDA was $331 million, up 14%, representing an

Adjusted EBITDA margin of 39%.

•Tinder Direct Revenue in Q2 was $457 million, down 1% and down 2% FXN. Q2 Direct

Revenue includes an approximately $8 million negative impact from user experience tests and

product changes in the quarter. Payers declined 5% to 8.5 million, consistent with our

expectations. RPP increased 4% to $17.90. Adjusted EBITDA in the quarter was $233 million,

down 5%, representing an Adjusted EBITDA margin of 50%.

•Hinge Direct Revenue in Q2 was $204 million, up 22% and up 20% FXN. Payers increased

17% to 2.0 million, and RPP increased 4% to $33.11. Adjusted EBITDA was $79 million, up

48%, representing an Adjusted EBITDA margin of 39%.

4 Leverage is calculated utilizing the non-GAAP measure Adjusted EBITDA as the denominator. For a reconciliation of the non-GAAP

measure for each period presented, see page 12.

5 As defined on page 14.

•E&E Direct Revenue in Q2 was $179 million, down 17% and down 17% FXN. Payers declined

21% to 2.7 million, while RPP increased 4% to $22.24. The revenue impact from Azar’s app

redesign was approximately $5 million better than we anticipated at the time of our last

earnings call. Adjusted EBITDA was $54 million, up 69%, representing an Adjusted EBITDA

margin of 30%.

Consolidated Operating Costs and Expenses

Including stock-based compensation (“SBC”) expense, total operating expenses in Q2 were down 9%.

•Cost of revenue decreased 16% and represented 24% of Total Revenue, down four points as

a percentage of Total Revenue, primarily driven by alternative payment savings.

•Selling and marketing costs increased $10 million, or 7%, up one point as a percentage of

Total Revenue to 19%, as a result of increased marketing spend at Tinder and Hinge, partially

offset by reduced marketing spend at E&E.

•General and administrative costs decreased 22%, down three points as a percentage of

Total Revenue to 12%, driven by lower headcount-related costs, including SBC, and lower

legal expenses.

•Product development costs were flat Y/Y and as a percentage of Total Revenue, at 13%.

•Depreciation and amortization decreased by $5 million to $24 million.

Capital Allocation & Liquidity

Our trailing twelve-month gross leverage4 was 2.7x and net leverage was 2.2x at the end of Q2. We

ended the quarter with $584 million of cash, cash equivalents, and short-term investments on hand,

and used $424 million of cash to pay off the exchangeable notes that matured in June.

Year-to-date through Q2, we generated Operating Cash Flow of $564 million and Free Cash Flow

(“FCF”) of $527 million. We repurchased 7.3 million shares at an average price of $34 per share, for a

total of $245 million, paid $91 million in dividends, and deployed $92 million of cash towards net

settlement of employee equity awards, equating to 81% of FCF. Between July 1 and July 31, 2026, we

repurchased an additional 430 thousand shares at an average price of $38 per share, for a total of

$16 million. As of July 31, 2026, we’ve reduced diluted shares outstanding5 by 5% Y/Y. Our capital

allocation strategy remains unchanged, prioritizing investment in the business to drive growth,

returning capital to shareholders through buybacks and the dividend, and selective M&A.

6 Forward rate as of July 28, 2026.

Financial Guidance

Q3 2026

We expect Q3 Total Revenue for Match Group of $885 million to $895 million, down 2% to 3% Y/Y.

This range assumes a one-point headwind from FX6. FXN, we expect Total Revenue to be down 1%

to 2% Y/Y. Q3 Total Revenue guidance assumes a $10 million negative impact from Tinder’s user

experience tests and product changes, and a $15 million negative impact from lower Azar Direct

Revenue as a result of the required app redesign. We expect Indirect Revenue to be approximately

$15 million in the quarter.

We expect Match Group Adjusted EBITDA of $330 million to $335 million, representing a 10% Y/Y

increase and an Adjusted EBITDA margin of 37% at the mid-points of the ranges.

Total Revenue

Adjusted EBITDA

Q3 2026

$885 to $895 million

$330 to $335 million

FY 2026

We expect Match Group Total Revenue to be near the mid-point of the guidance range provided in

February on an as reported basis, and at-or-above the mid-point FXN. We now expect FX to be an

approximately half-point tailwind to full-year Total Revenue, a half-point worse than we expected when

we provided our guidance in February. We continue to expect full-year Indirect Revenue to decline in

the mid-teens percent.

We expect Adjusted EBITDA to be at-or-above the high end of our guidance range provided in

February and Adjusted EBITDA margin to exceed our 37.5% target, benefitting from better Tinder

Direct Revenue trends, alternative payment optimizations, and cost discipline across the company,

partially offset by incremental marketing spend at Tinder and Hinge in Q3 and Q4.

At Tinder, we expect Direct Revenue to decline in the low-single-digit percents, an improvement from

our full-year guidance provided in February. We expect Tinder user experience tests and product

changes to be a $30 million to $40 million negative impact to Direct Revenue, less than the $60 million

impact we included in our initial guidance.

At Hinge, we expect Direct Revenue to be in line with our full-year guidance provided in February.

At E&E, our full-year guidance in February, inclusive of Azar and Pairs, would have been Direct

Revenue declines in the low double-digits, and Adjusted EBITDA margin in the mid-to-high 20%s. We

now expect E&E Direct Revenue to decline in the mid-teens percent, primarily due to the Azar app

redesign, and Adjusted EBITDA margin to be in the high 20%s.

We expect FCF to be at the high end of our guidance range provided in February.

We expect SBC expense to be $230 million to $240 million for the full year, a $20 million improvement

at the mid-point of the range versus our initial guidance, reflecting continued discipline on headcount-

related costs.

Appendix

Reconciliations of GAAP to Non-GAAP Measures

Reconciliation of Net Income to Adjusted EBITDA

Three Months Ended June 30, 2026

Tinder

Hinge

Everyone

Everywhere

Corporate &

unallocated

costs

Eliminations

Total Match

Group

(Dollars in thousands)

Net income attributable to Match Group, Inc.

shareholders

$170,546

Add back:

Income tax provision(a)

44,102

Other income (expense), net(a)

(11,579)

Interest expense(a)

42,381

Operating income (loss)(b)

$210,890

$63,094

$21,001

$(49,535)

$—

$245,450

Stock-based compensation expense

20,432

14,446

13,799

13,344

—

62,021

Depreciation

1,677

1,903

10,763

982

—

15,325

Amortization of intangibles

—

8,531

—

8,531

Adjusted EBITDA

$232,999

$79,443

$54,094

$(35,209)

$—

$331,327

Revenue

$469,413

$203,533

$181,981

$—

$(1,822)

$853,105

Net Income Margin

20%

Operating Income Margin(b)

45%

31%

12%

29%

Adjusted EBITDA Margin

50%

39%

30%

39%

Three Months Ended June 30, 2025

Tinder

Hinge

Everyone

Everywhere

Corporate &

unallocated

costs

Eliminations

Total Match

Group

(Dollars in thousands)

Net income attributable to Match Group, Inc.

shareholders

$125,478

Add back:

Income tax provision(a)

32,227

Other expense, net(a)

4,056

Interest expense(a)

32,160

Operating income (loss)(b)

$216,968

$38,926

$(4,659)

$(57,314)

$—

$193,921

Stock-based compensation expense

23,722

14,044

16,061

13,640

—

67,467

Depreciation

5,524

865

10,123

1,549

—

18,061

Amortization of intangibles

—

10,498

—

10,498

Adjusted EBITDA

$246,214

$53,835

$32,023

$(42,125)

$—

$289,947

Revenue

$476,701

$167,505

$220,504

$—

$(972)

$863,738

Net Income Margin

15%

Operating Income (Loss) Margin(b)

46%

23%

(2)%

22%

Adjusted EBITDA Margin

52%

32%

15%

34%

______________________

(a) These items are not allocated to a segment.

(b) At a segment level, the closest GAAP measure is operating income as items outside operating income are not allocated to segments.

Reconciliation of Operating Cash Flow to Free Cash Flow

Six months ended June

30, 2026

(In thousands)

Net cash provided by operating activities

$564,199

Capital expenditures

(37,698)

Free Cash Flow

$526,501

Reconciliation of Net Income to Adjusted EBITDA used in Leverage Ratios

Twelve months

ended

June 30, 2026

(In thousands)

Net income attributable to Match Group, Inc. shareholders

$707,781

Add back:

Net income attributable to noncontrolling interests

Income tax provision

155,721

Other income, net

(40,684)

Interest expense

165,041

Stock-based compensation expense

240,929

Depreciation

56,779

Impairment and amortization of intangibles

59,870

Adjusted EBITDA

$1,345,459

Reconciliation of Forecasted Net Income to Forecasted Adjusted EBITDA

Three Months Ended

September 30, 2026

(In millions)

Net income attributable to Match Group, Inc. shareholders

$175 to $180

Add back:

Income tax provision

Other income, net

(5)

Interest expense

Stock-based compensation expense

Depreciation and amortization of intangibles

Adjusted EBITDA

$330 to $335

Revenue

$885 to $895

Net Income Margin (at the mid-point of the ranges)

20%

Adjusted EBITDA Margin (at the mid-point of the ranges)

37%

Reconciliation of GAAP Revenue to Non-GAAP Revenue, Excluding Foreign Exchange

Effects

Three Months Ended June 30,

2026

$ Change

% Change

2025

(Dollars in millions, rounding differences may occur)

Total Revenue, as reported

$853.1

$(10.6)

(1)%

$863.7

Foreign exchange effects

(6.6)

Total Revenue, excluding foreign exchange effects

$846.5

$(17.2)

(2)%

$863.7

Direct Revenue, as reported

$839.9

$(5.5)

(1)%

$845.5

Foreign exchange effects

(6.5)

Direct Revenue, excluding foreign exchange effects

$833.4

$(12.0)

(1)%

$845.5

Tinder Direct Revenue, as reported

$457.5

$(3.7)

(1)%

$461.2

Foreign exchange effects

(6.1)

Tinder Direct Revenue, excluding foreign exchange effects

$451.4

$(9.8)

(2)%

$461.2

Hinge Direct Revenue, as reported

$203.5

$36.0

22%

$167.5

Foreign exchange effects

(1.9)

Hinge Direct Revenue, excluding foreign exchange effects

$201.6

$34.1

20%

$167.5

E&E Direct Revenue, as reported

$178.9

$(37.9)

(17)%

$216.8

Foreign exchange effects

1.5

E&E Direct Revenue, excluding foreign exchange effects

$180.5

$(36.3)

(17)%

$216.8

Three Months Ended March 31,

Three Months Ended December 31,

2026

$ Change

% Change

2025

$ Change

% Change

2024

(Dollars in millions, rounding differences may occur)

Tinder Direct Revenue, as reported

$454.7

$7.3

$447.4

$463.8

$(12.2)

(3)%

$476.0

Foreign exchange effects

(20.5)

(13.3)

Tinder Direct Revenue, excluding foreign

exchange effects

$434.2

$(13.2)

(3)%

$447.4

$450.4

$(25.6)

(5)%

$476.0

Three Months Ended September 30,

Three Months Ended June 30,

2025

$ Change

% Change

2024

2025

$ Change

% Change

2024

(Dollars in millions, rounding differences may occur)

Tinder Direct Revenue, as reported

$490.6

$(12.6)

(3)%

$503.2

$461.2

$(18.8)

(4)%

$479.9

Foreign exchange effects

(8.2)

(6.2)

Tinder Direct Revenue, excluding foreign

exchange effects

$482.4

$(20.8)

(4)%

$503.2

$454.9

$(25.0)

(5)%

$479.9

Dilutive Securities

Match Group has various tranches of dilutive securities. The table below details these securities and their potentially dilutive

impact (shares in millions; rounding differences may occur).

Average Exercise

Price

7/31/2026

Share Price

$39.41

Absolute Shares

229.6

Equity Awards

Options

$20.79

0.1

RSUs and subsidiary denominated equity awards

7.7

Total Dilution - Equity Awards

7.8

Outstanding Warrants

Warrants expiring on September 15, 2026 (5.0 million outstanding)

$129.39

—

Warrants expiring on April 15, 2030 (7.1 million outstanding)

$129.45

—

Total Dilution - Outstanding Warrants

—

Total Dilution

7.8

% Dilution

3.3%

Total Diluted Shares Outstanding

237.3

______________________

The dilutive securities presentation above is calculated using the methods and assumptions described below; these are

different from GAAP dilution, which is calculated based on the treasury stock method.

Options — The table above assumes the options are settled net of the option exercise price and employee withholding

taxes, as is our practice, and the dilutive effect is presented as the net shares that would be issued upon exercise.

Withholding taxes paid by the Company on behalf of the employees upon exercise is estimated to be $2.8 million, assuming

the stock price in the table above and a 50% estimated employee withholding tax rate.

RSUs and subsidiary denominated equity awards — The table above assumes RSUs are settled net of employee

withholding taxes, as is our practice, and the dilutive effect is presented as the net number of shares that would be issued

upon vesting. Withholding taxes paid by the Company on behalf of the employees upon vesting is estimated to be

$302.9 million, assuming the stock price in the table above and a 50% withholding rate.

All market-based awards reflect the expected shares that will vest based on current market estimates. The table assumes no

change in the fair value estimate of the subsidiary denominated equity awards from the values used for GAAP purposes at

June 30, 2026.

Exchangeable Senior Notes — The Company has one series of Exchangeable Senior Notes outstanding. In the event

of an exchange, the Exchangeable Senior Notes can be settled in cash, shares, or a combination of cash and shares.

At the time of the Exchangeable Senior Notes issuance, the Company purchased call options with a strike price equal

to the exchange price of the Exchangeable Senior Notes (“Note Hedge”), which can be used to offset the dilution of

the Exchangeable Senior Notes. No dilution is reflected in the table above for the Exchangeable Senior Notes

because it is the Company’s intention to settle the Exchangeable Senior Notes with cash equal to the face amount of

the notes; any shares issued would be offset by shares received upon exercise of the Note Hedge.

Warrants — At the time of the issuance of the outstanding Exchangeable Senior Notes and the 2026 Exchangeable Notes,

the Company also sold warrants for the number of shares with the strike prices reflected in the table above. The cash

generated from the exercise of the warrants is assumed to be used to repurchase Match Group shares and the resulting net

dilution, if any, is reflected in the table above. The warrants expiring on September 15, 2026 related to the 2026

Exchangeable Notes.