Form 8-K

8-K — Match Group, Inc.

Accession: 0000891103-26-000072

Filed: 2026-05-05

Period: 2026-05-05

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-20260505.htm (Primary)

EX-99.1 — PRESS RELEASE DATED MAY 5, 2026 (mtch8-k20260505ex991.htm)

EX-99.2 — PREPARED REMARKS DATED MAY 5, 2026 (mtch8-k20260505ex992.htm)

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8-K

8-K (Primary)

Filename: mtch-20260505.htm · Sequence: 1

mtch-20260505

0000891103false00008911032026-05-052026-05-05

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): May 5, 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 May 5, 2026, Match Group, Inc. (“Match Group”) published a press release and prepared remarks, each of which included results for the quarter ended March 31, 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 May 5, 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 July 21, 2026 to stockholders of record as of the close of business on July 7, 2026.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit

Number

Description

99.1

Press Release dated May 5, 2026.

99.2

Prepared Remarks dated May 5, 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: May 5, 2026

EX-99.1 — PRESS RELEASE DATED MAY 5, 2026

EX-99.1

Filename: mtch8-k20260505ex991.htm · Sequence: 2

MTCH 8-K 2026.05.05 EX99.1

Exhibit 99.1

Match Group Announces First Quarter Results

Tinder Registrations Returned to Y/Y Growth in March, Marking First Increase in Nearly

Two Years

Hinge Launches Category-First Features and Delivers Strong Revenue Growth

LOS ANGELES, May 5, 2026 - Match Group (NASDAQ: MTCH) today announced financial results for

the first quarter ended March 31, 2026, highlighting meaningful progress in its product-led

transformation. In Q1, the Company exceeded its revenue and Adjusted EBITDA expectations, while

continuing to improve operating discipline and reallocate resources toward its highest-conviction

opportunities.

“Match Group delivered a strong start to the year,” said CEO Spencer Rascoff. “Tinder works better

today than it did before. Our product changes are resonating with Gen Z and driving improvements in

leading indicators, which is a clear signal that Tinder's ecosystem is strengthening. Hinge delivered

another strong quarter and launched category-first features for highly intentioned daters that are

improving outcomes.”

In Q1, Tinder demonstrated measurable progress across key metrics and strengthened user trends,

with global MAU retention and registrations returning to year-over-year growth in March, while Hinge

delivered 28% Y/Y Direct Revenue growth, reflecting continued product momentum and international

expansion. The Company also advanced its ‘1MG’ strategy, further simplifying its organizational

structure and operating more cohesively to enable faster execution and better leverage shared

capabilities across brands.

Rascoff continued, “We are maintaining disciplined execution across the business, driving efficiency

while continuing to invest in our highest-priority growth opportunities. We’ve built a stronger foundation

for the business over the past year, and are well-positioned to drive continued progress throughout

2026 and beyond.”

1 As defined on page 10 of this press release.

Match Group Q1 2026 Financial Highlights

•Total Revenue of $864 million was up 4% year-over-year (“Y/Y”), flat on a foreign exchange

(“FX”) neutral basis (“FXN”), driven by a 10% Y/Y increase in RPP to $20.90, partially offset by

a 5% Y/Y decline in Payers to 13.5 million.

•Net Income of $167 million increased 42% Y/Y, representing a Net Income Margin of 19%.

•Adjusted EBITDA of $343 million increased 25% Y/Y, representing an Adjusted EBITDA

Margin of 40%.

•Operating Cash Flow and Free Cash Flow were $194 million and $174 million, respectively.

•Repurchased 2.0 million of our shares at an average price of $31 per share on a trade date

basis for a total of $60 million, paid $44 million in dividends, and deployed $75 million of cash

toward the net settlement of employee equity awards to reduce dilution, equating to 103% of

Free Cash Flow in total.

•Diluted shares outstanding1 were 242 million as of April 30, 2026, a decrease of 13 million

shares, or 5%, since April 30, 2025.

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

ended March 31, 2026 and 2025.

Three Months Ended March 31,

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

2026

2025

Y/Y Change

Total Revenue

$864

$831

Direct Revenue

$848

$812

Net income attributable to Match Group, Inc. shareholders

$167

$118

42%

Net Income Margin

19%

14%

Adjusted EBITDA

$343

$275

25%

Adjusted EBITDA Margin

40%

33%

Payers

13,521

14,198

(5)%

RPP

$20.90

$19.07

10%

2 Based on a random weighted sample of in-app profile views. Bad actors include accounts that engage in deceptive or harmful behaviors,

including spam, scam attempts, or operating automated fake profiles (bots).

Other Quarterly Highlights:

•Tinder’s product-led turnaround is underway, with leading indicators improving. In

March, Sparks (a proxy for real connection) declined just 1% Y/Y, while Sparks Coverage (a

core engagement metric for conversations) increased 6% Y/Y. In March, MAU trends also

improved, down 7% Y/Y, the slowest rate of decline in 31 months, and new user registrations

returned to Y/Y growth. These trends reflect ongoing product enhancements, including

improved recommendations, new features like Astrology Mode and Music Mode, and

continued investment in Trust & Safety.

•Hinge fully rolled out Face Check™ across key markets, reducing interactions with bad

actors2 by 20-30% with minimal impact on revenue.

•Match Group made a significant $100 million investment in Sniffies in April, further

strengthening its investment in the non-heterosexual male segment. As part of this move, the

Company will wind down Archer, its gay male app, which is expected to result in approximately

$10 million in annualized cost savings, including stock-based compensation.

•Match Group continued to simplify its organization, folding MG Asia into its E&E business

unit, which is expected to result in roughly $15 million in annualized cost savings, including

stock-based compensation. The move brings Azar and Pairs, the two Asia-based businesses,

closer to the rest of the Company, and the Seoul-based engineering talent to Tinder. The

Company also further centralized performance marketing, driving improved coordination

across nearly $600 million in global spend.

A webcast of our first 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, May 5, 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 Q2 2026, Match Group expects:

•Total Revenue of $850 to $860 million, down 2% to flat Y/Y.

•Adjusted EBITDA of $325 to $330 million, representing a Y/Y increase of 13% at the midpoints

of the ranges.

•Adjusted EBITDA Margin of 38% at the midpoints 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 July 21, 2026 to shareholders of record as of July 7, 2026.

3 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 March 31,

(Dollars in thousands)

2026

% of

Revenue

2025

% of

Revenue

Y/Y Change

Cost of revenue

$210,656

24%

$236,908

29%

(11)%

Selling and marketing expense

163,030

19%

157,096

19%

General and administrative expense

89,128

10%

111,520

13%

(20)%

Product development expense

116,805

14%

120,854

15%

(3)%

Depreciation

14,132

21,729

(35)%

Impairments and amortization of intangibles

33,767

10,478

222%

Total operating costs and expenses

$627,518

73%

$658,585

79%

(5)%

Liquidity and Capital Resources

During the three months ended March 31, 2026, we generated operating cash flow of $194 million and

Free Cash Flow of $174 million.

During the quarter ended March 31, 2026, we repurchased 2.0 million shares of our common stock for

$60 million on a trade date basis at an average price of $30.67. Between April 1 and April 30, 2026,

we repurchased an additional 0.7 million shares of our common stock for $22 million on a trade date

basis at an average price of $32.03. As of April 30, 2026, $876 million in aggregate value of shares of

Match Group stock remains available under our share repurchase program.

As of March 31, 2026, we had $1.0 billion in cash, cash equivalents, and short-term investments and

$4.0 billion of long-term debt, inclusive of current maturities, all of which is fixed rate debt, including

$1.0 billion of Exchangeable Senior Notes. We plan to use $424 million of cash to repay the

outstanding 0.875% exchangeable senior notes due 2026 at or prior to their maturity in June 2026.

Our $500 million revolving credit facility was undrawn as of March 31, 2026. Match Group’s trailing

twelve-month leverage3 as of March 31, 2026 was 3.1x on a gross basis and 2.3x on a net basis.

On April 21, 2026, we paid a dividend of $0.20 per share to holders of record on April 6, 2026. The

total cash payout was $47 million.

On April 23, 2026, we used $100 million of cash on hand to make a minority interest investment in

Sniffies.

GAAP Financial Statements

Consolidated Statement of Operations

Three Months Ended March 31,

2026

2025

(In thousands, except per share data)

Revenue

$863,934

$831,178

Operating costs and expenses:

Cost of revenue (exclusive of depreciation shown separately below)

210,656

236,908

Selling and marketing expense

163,030

157,096

General and administrative expense

89,128

111,520

Product development expense

116,805

120,854

Depreciation

14,132

21,729

Impairment and amortization of intangibles

33,767

10,478

Total operating costs and expenses

627,518

658,585

Operating income

236,416

172,593

Interest expense

(42,525)

(35,256)

Other income, net

6,640

2,616

Income before income taxes

200,531

139,953

Income tax provision

(33,686)

(22,382)

Net income

166,845

117,571

Net income attributable to noncontrolling interests

(8)

(1)

Net income attributable to Match Group, Inc. shareholders

$166,837

$117,570

Net earnings per share attributable to Match Group, Inc. shareholders:

Basic

$0.71

$0.47

Diluted

$0.68

$0.44

Basic shares outstanding

233,441

251,130

Diluted shares outstanding

251,477

271,928

Stock-based compensation expense by function:

Cost of revenue

$1,467

$1,835

Selling and marketing expense

2,608

2,742

General and administrative expense

19,762

27,006

Product development expense

34,730

38,811

Total stock-based compensation expense

$58,567

$70,394

Consolidated Balance Sheet

March 31, 2026

December 31, 2025

(In thousands)

ASSETS

Cash and cash equivalents

$1,020,095

$1,027,838

Short-term investments

3,298

3,461

Accounts receivable, net

293,186

303,495

Other current assets

105,609

92,500

Total current assets

1,422,188

1,427,294

Property and equipment, net

138,877

131,159

Goodwill

2,336,995

2,339,350

Intangible assets, net

152,411

192,929

Deferred income taxes

195,649

216,057

Other non-current assets

161,817

154,022

TOTAL ASSETS

$4,407,937

$4,460,811

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES

Current maturities of long-term debt, net

$423,729

$423,580

Accounts payable

9,309

9,577

Deferred revenue

150,252

151,337

Accrued expenses and other current liabilities

323,303

422,051

Total current liabilities

906,593

1,006,545

Long-term debt, net of current maturities

3,550,473

3,549,099

Income taxes payable

45,873

43,522

Deferred income taxes

1,781

10,732

Other long-term liabilities

121,334

104,309

Commitments and contingencies

SHAREHOLDERS’ EQUITY

Common stock

303

300

Additional paid-in capital

8,661,187

8,721,015

Retained deficit

(5,799,470)

(5,966,307)

Accumulated other comprehensive loss

(434,141)

(422,620)

Treasury stock

(2,645,996)

(2,585,892)

Total Match Group, Inc. shareholders’ equity

(218,117)

(253,504)

Noncontrolling interests

—

108

Total shareholders’ equity

(218,117)

(253,396)

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

$4,407,937

$4,460,811

Consolidated Statement of Cash Flows

Three Months Ended March 31,

2026

2025

(In thousands)

Cash flows from operating activities:

Net income

$166,845

$117,571

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

Stock-based compensation expense

58,567

70,394

Depreciation

14,132

21,729

Impairments and amortization of intangibles

33,767

10,478

Deferred income taxes

11,641

(3,722)

Other adjustments, net

2,211

5,325

Changes in assets and liabilities

Accounts receivable

8,992

2,510

Other assets

(9,450)

15,230

Accounts payable and other liabilities

(98,042)

(49,339)

Income taxes payable and receivable

6,491

11,525

Deferred revenue

(796)

(8,584)

Net cash provided by operating activities

194,358

193,117

Cash flows from investing activities:

Capital expenditures

(20,384)

(15,427)

Other, net

—

(1,067)

Net cash used in investing activities

(20,384)

(16,494)

Cash flows from financing activities:

Principal payments on Term Loan

—

(425,000)

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

employee stock purchase plan

—

378

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

(74,848)

(78,749)

Dividends

(44,189)

(47,791)

Purchase of treasury stock

(60,104)

(188,676)

Purchase of noncontrolling interests

(232)

(84)

Other, net

—

(374)

Net cash used in financing activities

(179,373)

(740,296)

Total cash used

(5,399)

(563,673)

Effect of exchange rate changes on cash and cash equivalents

(2,344)

7,102

Net decrease in cash and cash equivalents

(7,743)

(556,571)

Cash, cash equivalents, and restricted cash at beginning of period

1,027,838

965,993

Cash, cash equivalents, and restricted cash at end of period

$1,020,095

$409,422

Reconciliations of GAAP to Non-GAAP Measures

Reconciliation of Net Income to Adjusted EBITDA

Three Months Ended March 31,

2026

2025

(Dollars in thousands)

Net income attributable to Match Group, Inc. shareholders

$166,837

$117,570

Add back:

Net income attributable to noncontrolling interests

Income tax provision

33,686

22,382

Other income, net

(6,640)

(2,616)

Interest expense

42,525

35,256

Stock-based compensation expense

58,567

70,394

Depreciation

14,132

21,729

Impairment and amortization of intangibles

33,767

10,478

Adjusted EBITDA

$342,882

$275,194

Revenue

$863,934

$831,178

Net Income Margin

19%

14%

Adjusted EBITDA Margin

40%

33%

Reconciliation of Net Income to Adjusted EBITDA used in Leverage Ratios

Twelve months

ended

March 31, 2026

(In thousands)

Net income attributable to Match Group, Inc. shareholders

$662,713

Add back:

Net income attributable to noncontrolling interests

Income tax provision

143,846

Other income, net

(25,049)

Interest expense

154,820

Stock-based compensation expense

246,375

Depreciation

59,515

Impairment and amortization of intangibles

61,837

Adjusted EBITDA

$1,304,079

Reconciliation of Operating Cash Flow to Free Cash Flow

Three months ended

March 31, 2026

(In thousands)

Net cash provided by operating activities

$194,358

Capital expenditures

(20,384)

Free Cash Flow

$173,974

Reconciliation of Forecasted Net Income to Forecasted Adjusted EBITDA

Three Months Ended

June 30, 2026

(In millions)

Net income attributable to Match Group, Inc. shareholders

$160 to $165

Add back:

Income tax provision

Other income, net

(6)

Interest expense

Stock-based compensation expense

Depreciation and amortization of intangibles

Adjusted EBITDA

$325 to $330

Revenue

$850 to $860

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

19%

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

38%

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

Effects

Three Months Ended March 31,

2026

$ Change

% Change

2025

(Dollars in millions, rounding differences may occur)

Total Revenue, as reported

$863.9

$32.8

$831.2

Foreign exchange effects

(31.6)

Total Revenue, excluding foreign exchange effects

$832.3

$1.1

—%

$831.2

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

4/30/2026

Share Price

$37.42

Absolute Shares

233.3

Equity Awards

Options

$18.79

0.1

RSUs and subsidiary denominated equity awards

9.0

Total Dilution - Equity Awards

9.1

Outstanding Warrants

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

$130.08

—

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

$130.14

—

Total Dilution - Outstanding Warrants

—

Total Dilution

9.1

% Dilution

3.8%

Total Diluted Shares Outstanding

242.4

______________________

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

$4.4 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 $336.1 million, assuming the stock price in the table above and a 50% withholding rate.

All performance-based and market-based awards reflect the expected shares that will vest based on current

performance or 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 March 31, 2026.

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

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

cash and shares. At the time of each Exchangeable Senior Notes issuance, the Company purchased call options with

a strike price equal to the exchange price of each series of Exchangeable Senior Notes (“Note Hedge”), which can be

used to offset the dilution of each series of the Exchangeable Senior Notes. No dilution is reflected in the table above

for any of 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 each series of Exchangeable Senior 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.

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®.

Evergreen & Emerging (“E&E”) consists of the world-wide activity of our Evergreen brands, including Match®, Meetic®,

OkCupid®, Plenty Of Fish®, and a number of demographically focused brands, and our Emerging brands, including BLK®,

ChispaTM, The League®, Upward®, YuzuTM, Salams®, HERTM, and other smaller brands.

Match Group Asia (“MG Asia”) consists of the world-wide activity of the brands Pairs® and Azar®.

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.

Sparks the number of users engaging in six-way conversations on Tinder.

Sparks Coverage the percentage of our users who experience a Spark in a given period on Tinder.

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.

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 May 5, 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™, PlentyOfFish®, 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

Vidhya Murugesan

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 MAY 5, 2026

EX-99.2

Filename: mtch8-k20260505ex992.htm · Sequence: 3

MTCH 8-K 2026.05.05 EX99.2

Exhibit 99.2

Q1 2026 Prepared Remarks

Good afternoon, and thanks for joining us.

Match Group entered 2026 with tangible

progress on the three-phase transformation

we outlined last year: Reset, Revitalize, and

Resurgence.

We completed the Reset phase in 2025 and

are now well into Revitalize, focused on

improving product experiences, strengthening

the ecosystem, and rebuilding growth.

We are operating with greater focus and

discipline. The portfolio is sharper, execution

is faster, and we are leveraging our scale

more effectively through our ‘1MG’ approach.

We are reinvesting where we see clear

opportunities to improve user outcomes, while

continuing to return meaningful capital to

shareholders.

Our progress is showing up in three areas:

•First, leading indicators at Tinder® are

showing momentum, reflecting better

product experiences for Gen Z, and

that progress is increasingly

translating into top-line metrics like

Monthly Active Users (“MAU”), Payers, and Direct Revenue.

•Second, Hinge® continues to scale, combining strong revenue growth, rapid product

innovation, particularly in AI-driven features, and continued international expansion.

•And third, we continue to streamline our portfolio and organizational structure, simplifying how

we operate and focusing resources on our highest-conviction opportunities.

Looking ahead, our objective is to drive a Resurgence with our audience by re-establishing Tinder as

a growth business during 2027 through restoring durable user engagement and relevance at scale.

And all of this is happening alongside disciplined financial execution. In Q1’26, we exceeded our

revenue and Adjusted EBITDA expectations on the back of strength at Tinder. Steve will walk through

the details shortly.

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

Tinder’s Product-led Turnaround

From the beginning, I’ve said this will be a product-led turnaround, starting with user outcomes and

moving up the funnel to user growth.

Our most important leading indicators, Sparks and Sparks Coverage, continue to improve.

In March, Sparks, the number of users

engaging in six-way conversations, were

down only 1% year-over-year (“Y/Y”), a

meaningful improvement from down 11% Y/Y

in March 2025. Sparks Coverage, which

measures the percentage of our users who

experience a Spark in a given period, was up

6% Y/Y in March, compared to down 1% Y/Y

in March 2025. These are our clearest signals

of product efficacy and real connection, and

they are improving.

As we’ve said before, our belief is: improving

Sparks leads to better retention and stronger word-of-mouth, driving MAU over time. We are now

starting to see that play out.

MAU declines continued to moderate in March, down 7% Y/Y, the slowest rate of decline in 31

months, compared to down 10% Y/Y in March 2025. This improvement was driven by a few factors:

First, user retention1 increased, up 1% Y/Y in March after multiple years of decline. U.S. Gen Z

women retention, a critical cohort for ecosystem health, was up 3% Y/Y in March.

Second, registrations returned to growth for the first time since June 2024, up 1% Y/Y in March,

compared to down 12% Y/Y in March 2025. This is proof that the brand is resonating through

marketing and word-of-mouth, driving new users into the experience.

We’re seeing this progress across different geographies and demographics, including in markets

where we’ve had the most ground to recover.

Progress may not always be linear, but the Y/Y trajectory of these leading indicators and user

engagement underscores our confidence in the strategy and we expect it to translate into revenue

growth over time.

Let me highlight a few of the efforts driving these improvements, many of which we showcased at our

Tinder Sparks event in March, which is available on our IR website.

First, recommendations. We’ve sharpened how Tinder understands what users are looking for and

how we deliver matches across the ecosystem. By learning preferences earlier, showing more

relevant profiles, and better serving both active and returning users, we’re helping people find

matches faster and driving more conversations with particularly strong gains for women.

Next, product innovation. Features like Astrology

Mode and Music Mode are gaining traction with Gen Z

following their mid-March launch, reaching 19% and

8% adoption, respectively. We’re also seeing

encouraging early signals on user outcomes. For

example, in our early read, women who swipe on

Astrology cards are more likely to reach a Spark than

with non-Astro cards.

Like Double Date, these signals show new modes are

resonating by making discovery more expressive and lower pressure, which is exactly what Gen Z

users have been asking for.

And finally, Trust & Safety. We continue to scale Face Check™ into more regions, including the

recent launch in the UK and Singapore. Face Check is improving authenticity and user trust, with

particularly strong trends in the U.S. where net promoter scores have been trending higher.

Importantly, the revenue impact from our ongoing user experience tests remains within the range we

planned.

Simply put, Tinder works better now. We are not at the finish line, but the turnaround is clearly

underway.

2 Based on a random weighted sample of in-app profile views. Bad actors include accounts that engage in deceptive or harmful behaviors,

including spam, scam attempts, or operating automated fake profiles (bots).

Hinge: Product-led Growth at Scale

Hinge continues to build thoughtful, best-in-category experiences for highly intentioned daters. The

team remains focused on a key objective: helping users get out on great dates. That clarity is driving

its product roadmap, which is both rapidly advancing the core experience and introducing new and

compelling features.

Starting with the core experience, Hinge

is strengthening profile quality through a

redesigned onboarding experience that

encourages users to slow down and reflect

on what they’re looking for before viewing

profiles. Structured prompts help users

more clearly communicate their relationship

goals, personality, and preferences from the

start. The experience is also more

interactive, giving users more visibility into

how they are represented and improving

confidence during profile creation. We plan

to expand this globally by the end of Q2.

In parallel, Hinge continues to strengthen

trust within the experience with Face

Check, which is now fully rolled out in the

U.S., UK, Australia, Canada, Brazil, and

Mexico, with additional markets planned for

Q2. In these markets, the feature has

reduced interactions with bad actors2 by

20-30%, with minimal impact on revenue.

Originally developed by Tinder, Face Check showcases portfolio-wide innovation, enabling Hinge to

quickly iterate and bring the feature to market faster.

Building on its stronger core experience, Hinge is introducing a set of category-first features designed

to better express intent and help users move from connection to date:

•First, Hinge is reducing friction in getting to great dates with Date Ideas, (formerly Direct

to Date), which allows users to propose a date idea and time upfront to clarify intent and move

matches to real-life meetings faster. Early feedback has been encouraging, with nearly 9%

adoption in testing (one of the highest rates we’ve seen for a new profile feature) and users

expressing genuine excitement on social media. So far, users are defaulting to familiar, low-

effort date ideas like dinner, drinks, and walks, while custom date ideas skew toward light,

conversational activities like bowling, arcades, museums, and mini golf.

•Second, Hinge is expanding the role friends play on daters' profiles with Friend’s Take,

which addresses two core tensions: representing yourself authentically and navigating dating

alone, without community. Building on Hinge’s prompt-native format, the feature allows users

to invite trusted friends (on and off Hinge) to contribute short reflections to their profiles, adding

credibility and helping users get to know one another more deeply. Friend’s Take will begin

testing by the end of Q2, with broader rollout expected in Q3. We see potential for it to be a

top-of-funnel driver, similar to Voice Prompts a couple of years ago.

•Third, Hinge began testing Signals, a new feature designed to make effort and

intentionality more visible. When users consistently demonstrate thoughtful participation by

doing things like completing their profile, responding to messages, and engaging in meaningful

conversations, they earn a Signals badge on their profile. This badge “signals” to others on the

app their level of effort and intentionality, addressing a longstanding friction point in the

category, particularly for women and younger daters. Early results show improvements in

dating outcomes and user behaviors that benefit the overall ecosystem. As we invest in these

types of intentional features, we are creating new surface areas to potentially monetize later.

Hinge demonstrates the simple principle that when product-market fit is strong and user outcomes are

clear, growth follows and the model scales. Hinge continues to lead the category in product innovation

through its consistent focus on user outcomes, and it’s led to strong financial results. We are excited

to see the impact of Hinge’s product roadmap on the business this year, as it continues on its path to

be a $1 billion business by 2027.

‘1MG’ Strategy in Action

We’re continuing the work we began last year to simplify the organization and operate more effectively

as 1MG.

As part of this effort, we’ve folded our MG Asia business unit into our E&E business unit. This brings

our two Asia-based businesses, Azar® and Pairs™, closer to the rest of the company, removes a

management layer, and improves efficiency while maintaining in-region, cross-brand go-to-market

capabilities. We expect this change to result in roughly $15 million in annualized cost savings,

including stock-based compensation.

It also enables more cohesive portfolio management, faster execution, and to apply shared

capabilities and resources.

On Azar, as we previously disclosed, Apple temporarily removed the app from the App Store on

February 22, 2026. The team moved quickly to make adjustments, which led to the reinstatement of a

new version on April 6, 2026. While still early, registrations and MAU are beginning to recover, but the

new app experience is monetizing at lower levels than the previous version. We are testing changes

to the product to improve monetization, but expect continued pressure on Azar Direct Revenue over

the balance of the year.

With the consolidation of MG Asia into E&E, we’ve transitioned our Seoul-based MG AI team of more

than 20 talented data scientists and machine-learning engineers to report into Tinder’s CTO. This

team will continue building shared 1MG technologies, including AI-driven photo uploading and AI-

enabled recommendation algorithms, but will now operate with closer alignment to our largest

business unit.

In addition, we’re shifting nearly 30 product, engineering, and analytics employees from Azar to Tinder

in Seoul. These moves concentrate resources into Tinder at a critical moment, supported by excellent

executive leadership, an accelerating product roadmap, and improving business momentum.

Following this move, we will have a nearly 60 person team focused on Tinder in Seoul, making it our

third largest tech hub after Palo Alto and LA.

We’ve also made progress in unifying performance marketing by further centralizing teams and

resources into a 1MG organization that buys digital media across brands. We spend nearly $600

million globally across 20+ brands, with significant efficiencies available to us as coordination ramps.

We are also bringing certain areas of E&E closer together with Tinder, starting with the executive

layer, where I now directly oversee both business units. This has unlocked significant opportunities for

better coordination and synergies, including the marketing changes I just mentioned. As I have dug

into E&E the last few weeks, we’ve identified many areas where Tinder and E&E results can be

improved through tighter coordination, collaboration, and integration.

Finally, this couldn’t be a 2026 earnings call without discussing AI. We see AI as a core enabler of

improving user outcomes, enhancing product experiences, increasing relevance, and accelerating

development and iteration across the portfolio. To support this, we’ve launched a global AI enablement

program that gives every employee access to leading AI tools, with the goal of becoming an AI-native

company. We’re also reassessing our hiring plans with AI enablement in mind and plan to reduce

headcount growth over the remainder of the year. And we’re standing up a cross-company AI

leadership team to help ensure consistent deployment of capabilities and avoid fragmentation across

brands.

These changes are about operating more simply and more effectively. We’re simplifying the portfolio,

focusing resources on our highest-conviction opportunities, and adapting quickly to where we believe

the category is going, not where it’s been. That’s 1MG in practice.

Final Thoughts

Stepping back, we have aligned our business around distinct user intents, with each brand serving a

different and important role. Together, they expand our reach across a broad and growing market for

human connection.

Within that framework, in April we made a $100 million investment for a significant minority stake in

Sniffies, a differentiated platform with strong product-market fit and a highly engaged user base. We

have the option to acquire the remaining equity in the future, similar to the approach we took with our

initial investment in Hinge in 2017.

Sniffies reinforces our commitment with non-heterosexual men, which represent a large and growing

portion of the category. We see a clear opportunity to lend our expertise in areas like Trust & Safety

and geographic expansion, while preserving what makes the platform unique to its community. As part

of this investment, we plan to wind down our gay male app, Archer, which we expect to result in

roughly $10 million in annualized cost savings, including stock-based compensation.

We’ve built a stronger foundation and are now seeing that translate into real momentum. By improving

how people connect and delivering better outcomes for users, we’re setting the business up for

durable growth. That’s what gives us confidence in the path to Resurgence.

Q1 2026 Financial Performance

We delivered a strong start to the year, exceeding both our revenue and Adjusted EBITDA

expectations. The outperformance was primarily driven by better-than-expected Direct Revenue and

Payer trends at Tinder and a benefit associated with Canada’s rescission of its digital services tax. I’ll

walk through the key drivers of the quarter and then turn to our guidance. Unless otherwise noted, all

amounts are on an as reported basis and comparisons will be discussed on a year-over-year (“Y/Y”)

basis. More details can be found in the financial table below and in the financials supplement found on

our IR website.

In Q1, Match Group’s Total Revenue was $864 million, up 4%, flat on a foreign exchange (“FX”)

neutral basis (“FXN”). FX was $3 million better than expected at the time of our last earnings call.

Payers declined 5% to 13.5 million, while RPP increased 10% to $20.90. Indirect revenue of $16

million was down 14%, largely driven by a decrease in spend from top advertisers as compared to a

record quarter the prior year. In Q1, Match Group’s Adjusted EBITDA was $343 million, up 25%,

representing an Adjusted EBITDA Margin of 40%. Canada’s rescission of its digital service tax

positively impacted Adjusted EBITDA by $11 million in the quarter.

•Tinder Direct Revenue in Q1 was $455 million, up 2% and down 3% FXN. Q1 Direct Revenue

includes an approximately $5 million negative impact from user experience testing in the

quarter. Payers declined 5% Y/Y to 8.6 million, a marked improvement from the 8% Y/Y

decline in Q4 2025. RPP increased 7% to $17.56. Adjusted EBITDA in the quarter was $237

million, up 4%, representing an Adjusted EBITDA margin of 51%.

•Hinge maintained momentum in Q1 with Direct Revenue of $194 million, up 28% and up 24%

FXN. Payers increased 15% Y/Y to 2.0 million, and RPP increased 11% to $33.13. Adjusted

EBITDA was $71 million, up 66% Y/Y, representing an Adjusted EBITDA Margin of 36%.

•E&E Direct Revenue in Q1 was $139 million, down 7% and down 10% FXN. Payers

decreased 16% to 2.0 million, while RPP increased 11% to $22.97. Adjusted EBITDA was $39

million, up 37%, representing an Adjusted EBITDA Margin of 28%.

•MG Asia delivered Direct Revenue in Q1 of $60 million, down 6% and down 7% FXN. Azar

Direct Revenue was down 6% and down 9% FXN. Azar Direct Revenue was negatively

impacted by an estimated $3 million from its temporary removal from the App Store. Pairs

Direct Revenue was down 6% and down 4% FXN. Across MG Asia, Payers declined 9% to

approximately 900 thousand, while RPP increased 2% to $21.74. Adjusted EBITDA was $21

million, up 11%, representing an Adjusted EBITDA Margin of 35%.

As a result of the organizational changes associated with MG Asia that Spencer discussed, beginning

with our Q2 2026 results, we will combine the MG Asia and E&E business units into a single operating

segment called E&E and report Match Group results across three operating segments: Tinder, Hinge

and E&E.

Consolidated Operating Costs and Expenses

Including stock-based compensation (“SBC”) expense, total expenses in Q1 were down 5%.

•Cost of revenue decreased 11% 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 $6 million, or 4%, but remained flat at 19% of Total

Revenue, as a result of increased marketing spend at Tinder and Hinge partially offset by

reduced marketing spend at E&E and MG Asia.

•General and administrative costs decreased 20%, down three points as a percentage of

Total Revenue to 10%, driven by the Canadian digital services tax reversal of $11 million, and

lower employee compensation, including SBC.

•Product development costs decreased 3%, down one point as a percentage of Total

Revenue, at 14%.

•Depreciation and amortization increased by $16 million to $48 million due to impairments of

intangible assets at Azar totaling $25 million, resulting from changes required to reinstate the

app in the Apple App Store.

3 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.

4 As defined on page 14.

5 Forward rate as of April 29, 2026.

Capital Allocation & Liquidity

Our trailing twelve-month gross leverage was 3.1x and net leverage3 was 2.3x at the end of Q1. We

ended the quarter with $1.0 billion of cash, cash equivalents, and short-term investments on hand,

and plan to use $424 million of cash to pay off the 2026 convertible notes on, or before, their maturity

in June.

Year-to-date through Q1, we delivered Operating Cash Flow of $194 million and Free Cash Flow

(“FCF”) of $174 million. We repurchased 2.0 million shares at an average price of $31 per share on a

trade date basis, for a total of $60 million, paid $44 million in dividends, and deployed $75 million of

cash towards net settlement of employee equity awards, equating to 103% of FCF. Between April 1

and April 30, 2026, we repurchased an additional 700 thousand shares at an average price of $32 per

share on a trade date basis, for a total of $22 million. As of April 30, 2026, we’ve reduced diluted

shares outstanding4 by 5% Y/Y. We also used $100 million in cash on hand to acquire a minority stake

in Sniffies, which we announced on April 27, 2026. Our capital allocation strategy, centered on

returning capital to shareholders through buybacks and a dividend, remains unchanged.

Financial Guidance

Q2 2026

We expect Q2 Total Revenue for Match Group of $850 million to $860 million, down 2% to flat Y/Y.

This range assumes a one point tailwind from FX5. FXN, we expect Total Revenue to be down 1% to

3% Y/Y. Q2 Total Revenue guidance assumes a $10 million negative impact from Tinder’s user

experience tests and a $20 million negative impact from lower Azar Direct Revenue.

We expect Match Group Adjusted EBITDA of $325 million to $330 million, representing a 13% Y/Y

increase, and an Adjusted EBITDA margin of 38% at the mid-points of the ranges, as we remain

financially disciplined and continue to optimize our cost structure while making the necessary

investments that we believe will drive long-term growth in the business.

Total Revenue

Adjusted EBITDA

Q2 2026

$850 to $860 million

$325 to $330 million

Appendix

Reconciliations of GAAP to Non-GAAP Measures

Reconciliation of Net Income to Adjusted EBITDA

Three Months Ended March 31, 2026

Tinder

Hinge

E&E

MG Asia

Corporate &

unallocated

costs

Eliminations

Total Match

Group

(Dollars in thousands)

Net income attributable to Match

Group, Inc. shareholders

$166,837

Add back:

Net income attributable to

noncontrolling interests(a)

Income tax provision(a)

33,686

Other income, net(a)

(6,640)

Interest expense(a)

42,525

Operating income (loss)(b)

$215,924

$56,112

$21,496

$(17,595)

$(39,521)

$—

$236,416

Stock-based compensation

expense

19,576

12,682

7,685

5,367

13,257

—

58,567

Depreciation

1,552

1,723

6,573

3,195

1,089

—

14,132

Impairment and amortization of

intangibles

—

3,664

30,103

—

33,767

Adjusted EBITDA

$237,052

$70,517

$39,418

$21,070

$(25,175)

$—

$342,882

Revenue

$468,638

$194,497

$142,675

$59,801

$—

$(1,677)

$863,934

Net Income Margin

19%

Operating Income (Loss) Margin(b)

46%

29%

15%

(29)%

27%

Adjusted EBITDA Margin

51%

36%

28%

35%

40%

Three Months Ended March 31, 2025

Tinder

Hinge

E&E

MG Asia

Corporate &

unallocated

costs

Eliminations

Total Match

Group

(Dollars in thousands)

Net income attributable to Match

Group, Inc. shareholders

$117,570

Add back:

Net income attributable to

redeemable noncontrolling

interestsa

Income tax provisiona

22,382

Other income, neta

(2,616)

Interest expensea

35,256

Operating income (loss)(b)

$193,348

$28,625

$6,678

$3,447

$(59,505)

$—

$172,593

Stock-based compensation expense

25,315

13,232

12,227

4,834

14,786

—

70,394

Depreciation

9,805

718

6,317

3,674

1,215

—

21,729

Amortization of intangibles

—

3,453

7,025

—

10,478

Adjusted EBITDA

$228,468

$42,575

$28,675

$18,980

$(43,504)

$—

$275,194

Revenue

$463,416

$152,243

$152,429

$63,823

$—

$(733)

$831,178

Net Income Margin

14%

Operating Income Margin(b)

42%

19%

21%

Adjusted EBITDA Margin

49%

28%

19%

30%

33%

______________________

(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

Three months ended

March 31, 2026

(In thousands)

Net cash provided by operating activities

$194,358

Capital expenditures

(20,384)

Free Cash Flow

$173,974

Reconciliation of Net Income to Adjusted EBITDA used in Leverage Ratios

Twelve months

ended

March 31, 2026

(In thousands)

Net income attributable to Match Group, Inc. shareholders

$662,713

Add back:

Net loss attributable to noncontrolling interests

Income tax provision

143,846

Other income, net

(25,049)

Interest expense

154,820

Stock-based compensation expense

246,375

Depreciation

59,515

Impairment and amortization of intangibles

61,837

Adjusted EBITDA

$1,304,079

Reconciliation of Forecasted Net Income to Forecasted Adjusted EBITDA

Three Months Ended

June 30, 2026

(In millions)

Net income attributable to Match Group, Inc. shareholders

$160 to $165

Add back:

Income tax provision

Other income, net

(6)

Interest expense

Stock-based compensation expense

Depreciation and amortization of intangibles

Adjusted EBITDA

$325 to $330

Revenue

$850 to $860

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

19%

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

38%

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

Effects

Three Months Ended March 31,

2026

$ Change

% Change

2025

(Dollars in millions, rounding differences may occur)

Total Revenue, as reported

$863.9

$32.8

$831.2

Foreign exchange effects

(31.6)

Total Revenue, excluding foreign exchange effects

$832.3

$1.1

—%

$831.2

Direct Revenue, as reported

$847.9

$35.4

$812.4

Foreign exchange effects

(31.1)

Direct Revenue, excluding foreign exchange effects

$816.7

$4.3

$812.4

Tinder Direct Revenue, as reported

$454.7

$7.3

$447.4

Foreign exchange effects

(20.5)

Tinder Direct Revenue, excluding foreign exchange effects

$434.2

$(13.2)

(3)%

$447.4

Hinge Direct Revenue, as reported

$194.5

$42.3

28%

$152.2

Foreign exchange effects

(5.9)

Hinge Direct Revenue, excluding foreign exchange effects

$188.6

$36.3

24%

$152.2

E&E Direct Revenue, as reported

$139.1

$(10.0)

(7)%

$149.2

Foreign exchange effects

(4.7)

E&E Direct Revenue, excluding foreign exchange effects

$134.5

$(14.7)

(10)%

$149.2

MG Asia Direct Revenue, as reported

$59.5

$(4.1)

(6)%

$63.7

Foreign exchange effects

(0.1)

MG Asia Direct Revenue, excluding foreign exchange effects

$59.5

$(4.2)

(7)%

$63.7

Azar Direct Revenue

$34.2

$(2.4)

(6)%

$36.5

Foreign exchange effects

(0.8)

Azar Direct Revenue, excluding foreign exchange effects

$33.4

$(3.1)

(9)%

$36.5

Pairs Direct Revenue, as reported

$25.4

$(1.8)

(6)%

$27.1

Foreign exchange effects

0.7

Pairs Direct Revenue, excluding foreign exchange effects

$26.1

$(1.1)

(4)%

$27.1

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

4/30/2026

Share Price

$37.42

Absolute Shares

233.3

Equity Awards

Options

$18.79

0.1

RSUs and subsidiary denominated equity awards

9.0

Total Dilution - Equity Awards

9.1

Outstanding Warrants

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

$130.08

—

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

$130.14

—

Total Dilution - Outstanding Warrants

—

Total Dilution

9.1

% Dilution

3.8%

Total Diluted Shares Outstanding

242.4

______________________

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 $4.4 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

$336.1 million, assuming the stock price in the table above and a 50% withholding rate.

All performance-based and market-based awards reflect the expected shares that will vest based on current performance or

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 March 31, 2026.

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

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

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

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

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