LendingTree, Inc. 10-Q

Item 5. Other Information During the fiscal quarter ended March 31, 2024, none of the Company's directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any "non-Rule 10b5-1 trading arrangement." Further, during the fiscal quarter ended March 31, 2024, the Company did not adopt or terminate a Rule 10b5-1 trading arrangement. 36 Table of Contents Item 6. Exhibits Exhibit Description Location 3.1 Amended and Restated Certificate of Incorporation of LendingTree, Inc. Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed August 25, 2008 3.2 Fourth Amended and Restated By-laws of LendingTree, Inc. Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed November 15, 2017 10.1 Second Amendment made as of February 16, 2024 and effective as of February 20, 2024 , to the Employment Agreement, dated as of November 30, 2020, and effective as of December 1, 2020, as previously amended December 29, 2023, by and among Douglas R. Lebda, LendingTree, Inc. and LendingTree, LLC.* Exhibit 10.38 to the Registrant’s Annual Report on Form 10-K filed February 29, 2024 10.2 Credit Agreement dated as of March 27, 2024 by and among the Company, the lenders party thereto, Apollo Administrative Agency LLC, as administrative agent and collateral agent, and Apollo Global Funding, LLC, as sole lead arranger and bookrunner. †** 31.1 Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. † 31.2 Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. † 32.1 Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. †† 32.2 Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. †† 101.INS Inline XBRL Instance Document — The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. † 101.SCH Inline XBRL Taxonomy Extension Schema Document † 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document † 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document † 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document † 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document † 104 Cover Page Interactive Data File (embedded within the Inline XBRL document contained in Exhibit 101) † ________________________________________________________________________________________________________________________________ † Filed herewith. †† Furnished herewith. This certification is being furnished solely to accompany this report pursuant to 18 U.S.C. 1350, and is not being filed for purposes of Section 18 of the Exchange Act and is not to be incorporated by reference into any filing of the registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing. * Management contract or compensation plan or arrangement. ** Certain schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The Company agrees to furnish supplementally a copy of all omitted schedules to the SEC upon its request. 37 Table of Contents 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 thereunto duly authorized. Date: May 1, 2024 LENDINGTREE, INC. By: /s/ TRENT ZIEGLER Trent Ziegler Chief Financial Officer (Principal Financial Officer and Duly Authorized) 38