GRND 8-K
Grindr Inc. (GRND)
8-K
2025-10-01
For: 2025-09-30
View Original
Added on
April 08, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): September 30, 2025
(Exact name of registrant as specified in its charter)
Commission file number 001-39714
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(State or other jurisdiction of incorporation)
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(IRS Employer Identification No.)
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(Address of Principal Executive Offices)
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(Zip Code)
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(310 ) 776-6680
Registrant’s telephone number, including area code
N/A
(Former name or former address, if changed since last report)
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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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-2 of
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 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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On September 30, 2025, the Board of Directors (the “Board”) of Grindr Inc. (the “Company”) appointed John F. North to serve as the Company’s Chief
Financial Officer (“Chief Financial Officer”), effective October 1, 2025 (the “Start Date”). As previously disclosed on July 31, 2025, Vanna Krantz will transition out of the role of Chief Financial Officer effective as of the Start Date, but she
will continue to be employed as a senior advisor to the Company until March 31, 2026.
Mr. North, 48, previously served as Chief Executive Officer and Director of Lazydays Holdings, Inc. (Nasdaq: GORV), a nationwide retailer of
recreational vehicles, from September 2022 to September 2024. From October 2020 to September 2022, Mr. North served as Chief Financial Officer at Copart, Inc. (Nasdaq: CPRT), a leading provider of online auctions and vehicle remarketing services.
Prior to that, Mr. North served as the Chief Financial Officer of Avis Budget Group, Inc. (Nasdaq: CAR), a global leader in car and truck rental and on-demand car sharing, from March 2019 to August 2020. Prior to joining Avis Budget Group, Inc., Mr.
North served for 17 years in a variety of leadership roles with Lithia and Driveway, Inc. (NYSE: LAD), a global auto retailer, including as Chief Financial Officer from January 2017 to March 2019, and before that, as Chief Accounting Officer from
January 2016 to December 2016. Mr. North has served as a member of the Board of Directors of XPEL Inc. (Nasdaq: XPEL), a manufacturer of protective films for automotive and marine applications, since August 2023, including as Chair of the
Compensation Committee and member of the Audit Committee. Mr. North earned his B.S. in Finance from Santa Clara University in 1998. He is a Certified Public Accountant and a CFA Charterholder.
On September 30, 2025, Grindr LLC, a wholly owned subsidiary of the Company, entered into a letter agreement (the “Agreement”) with Mr. North with
respect to Mr. North’s service as Chief Financial Officer. The Agreement provides for “at will” employment. Pursuant to the terms of the Agreement, Mr. North is entitled to an annual base salary of $175,000 and an annual target bonus equal to 100% of
his base salary, which will be prorated for 2025. Mr. North will also receive a relocation payment of $150,000. Pursuant to the terms to the Agreement, if Mr. North’s employment is terminated without Cause (as defined in the Agreement), or if Mr.
North terminates his employment for Good Reason (as defined in the Agreement, and in either case, an “Involuntary Termination”) and he executes and does not subsequently revoke a separation agreement and release of claims, he will be eligible to
receive (i) a lump-sum cash payment equal to the greater of (a) twelve months of his base salary in effect as of the Involuntary Termination, or (b) the amount of severance payment pursuant to the then-applicable company-wide severance policy as may
be adopted by the Company from time to time, subject to standard payroll deductions and withholdings; (ii) a pro-rata portion of his annual bonus for the fiscal year in which the Involuntary Termination occurs; and (iii) payment of up to nine months
of COBRA premiums.
The foregoing description of the Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the complete text of
the Agreement, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
In connection with Mr. North’s appointment as Chief Financial Officer, the Compensation Committee of the Board (the “Compensation Committee”) approved
an award under the Company’s 2022 Equity Incentive Plan to Mr. North of restricted stock units (“RSUs”) with respect to 730,000 shares of the Company’s common stock (the “Award”). The Award will vest over a five-year period, with 110,000 shares
vesting on the each of the first and second anniversaries of the Start Date, 150,000 shares vesting on the third anniversary of the Start Date, and 180,000 shares vesting on each of the fourth and fifth anniversaries of the Start Date. The Award will
accelerate and vest in full upon Mr. North’s termination by the Company without Cause or Mr. North’s resignation for Good Reason, in either case, within 12 months following a change of control.
The Compensation Committee also approved a key performance indicator (“KPI”) arrangement with Mr. North, under which for each fiscal year of the
Company during which Mr. North is employed as the Company’s Chief Financial Officer, Mr. North will be eligible to receive fully vested RSUs with a value ranging from $500,000 to $700,000 (such amount within that range as determined by the Board (or
a committee thereof) in its or their sole and absolute discretion) if certain KPIs for the applicable fiscal year pursuant to the terms and conditions approved by the Board have been satisfied, as determined by the Board (or its designee), subject to
Mr. North’s continuous service to the Company through the grant date of such award. The number of RSUs granted will be determined based on the average per-share volume-weighted average price of a share of our common stock (“Average VWAP”) for the 90
trading days preceding the grant date. Any such KPI RSU award that is granted with respect to the Company’s 2025 fiscal year will be prorated based on the Start Date.
The Compensation Committee also approved a performance RSU arrangement with Mr. North. If the Company’s average market capitalization exceeds $5
billion on or after April 1, 2026 (the “First Market Cap Threshold”), $7.5 billion on or after July 1, 2027 (the “Second Market Cap Threshold”), or $10 billion on or after July 1, 2027 (the “Third Market Cap Threshold” and collectively the “Market
Cap Thresholds”), Mr. North will be granted a number of fully vested RSUs equal to $300,000 (for the First Market Cap Threshold, if such threshold is met on or after April 1, 2026 but before July 1, 2026), $600,000 (for the First Market Cap
Threshold, if such threshold is met on or after July 1, 2026), $7,500,000 (for the Second Market Cap Threshold, if such threshold is met on or after July 1, 2027), and $11,000,000 (for the Third Market Cap Threshold, if such threshold is met on or
after July 1, 2027), divided by the Average VWAP for the 90 trading days preceding the date the applicable Market Cap Threshold was exceeded, rounded down to the nearest RSU, in each case subject to Mr. North’s continued service through the grant
date. Mr. North will also be eligible to receive these RSUs in the event of a change in control of the Company. If the aggregate consideration payable for all shares of the Company’s common stock (on a fully diluted basis) in connection with the
change in control exceeds one or more Market Cap Thresholds, then immediately before, and contingent upon, the consummation of the change in control, Mr. North will be granted a number of fully vested RSUs for each of the Market Cap Thresholds
exceeded that have not otherwise been previously exceeded, in each case, equal to the applicable RSU value for such Market Cap Threshold divided by the amount of the per-share consideration payable in respect of the Company’s common stock in
connection with the change in control (and rounded down to the nearest RSU), subject to Mr. North’s continuous service to the Company through immediately prior to the consummation of such change in control. The RSUs corresponding to a Market Cap
Threshold will be granted only if the required timeframe for such Market Cap Threshold would have been satisfied had the corresponding performance date for such Market Cap Threshold occurred on the date of the change of control.
Mr. North is also expected to enter into an indemnification agreement in the form previously approved by the Board and filed with the Securities and
Exchange Commission as Exhibit 10.2 to the Company’s Current Report on Form 8-K (File No. 001-39714) on November 23, 2022. Pursuant to the terms of the indemnification agreement, the Company may be required, among other things, to indemnify Mr. North
for certain expenses, including attorneys’ fees, judgments, fines and settlement amounts incurred by her in any action or proceeding arising out of her service as an officer of the Company.
There are no arrangements or understandings between Mr. North and any other persons pursuant to which he was selected as an officer of the Company.
There are also no family relationships between Mr. North and any director or executive officer of the Company and he has no direct or indirect material interest in any related party transaction required to be disclosed pursuant to Item 404(a) of
Regulation S-K.
| Item 7.01 |
Regulation FD Disclosure.
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On October 1, 2025, the Company issued a press release announcing the appointment of Mr. North as Chief Financial Officer. A copy of the press release
is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
The information contained in this Item 7.01 and the accompanying Exhibit 99.1 is being furnished under “Item 7.01 Regulation FD Disclosure” and shall
not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended, nor shall it be deemed
incorporated by reference in any filing with the SEC made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
| Item 9.01 |
Financial Statements and Exhibits.
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(d)
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Exhibits
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Exhibit No.
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Description
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Letter Agreement by and between Grindr LLC and John F. North, dated September 30, 2025
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Press release dated October 1, 2025
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104
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Cover Page Interactive Data File, formatted in inline XBRL (embedded within the Inline XBRL document)
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SIGNATURES
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.
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Date: October
1, 2025
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GRINDR INC.
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By:
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/s/ George Arison
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George Arison
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Chief Executive Officer
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Exhibit 10.1
September 30, 2025
Dear John,
Let’s make it official!
On behalf of Grindr LLC (the “Company”), I am pleased to offer you the position of Chief Financial Officer reporting directly to our CEO. We look forward
to you starting your new role on October 1, 2025. This letter (the “Letter Agreement” or “Agreement”) contains the terms and conditions of the Company’s offer of employment to you and supersedes all prior contracts or agreements with respect
thereto, whether oral or written.
Should you agree to accept this offer of “at will” employment, your salary and additional terms of employment shall be subject to the following:
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Hours / Compensation
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Hours. This is a full-time exempt position. You will be expected to work a
minimum 40 hours per week, Monday to Friday. Your hours and days of work are subject to change and you may be required to work additional or different hours from time to time to meet business needs. As an exempt employee, you will not be
entitled to overtime.
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Compensation. Your annual base salary will be USD $175,000, which will be
paid in accordance with Grindr’s established payroll schedule as revised from time-to-time, currently semi-monthly.
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Work Arrangement. Team members in Finance work in person at their
designated hub office location at least two days per week, on Tuesdays and Thursdays. As part of the Finance team, your designated hub is the San Francisco Bay Area.
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Performance Bonus. You will be eligible to participate in the Company’s Bonus Program. The annual bonus target for your position will be 100% of your annual base salary, prorated for your first year based upon your qualified wages
earned during that year. Performance bonuses for each year are paid in March of the following year, and you must continue to be employed by the Company on the date that bonuses are paid in order to receive a bonus. Your actual bonus could
be higher or lower than your target and will be determined based on attainment of individual and company performance metrics as set forth in the Bonus Program.
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Relocation Bonus. Grindr is providing in its offer of employment a moving and relocation lump-sum payment of USD $150,000. The amount will be paid on the first regularly scheduled payroll date following your start date. This
payment is provided for non-deductible moving and relocation expenses and will therefore be included in your gross income as wages and treated by the Company as taxable wages subject to withholdings of all applicable taxes. If you
voluntarily terminate your employment with the Company before completing 6 months of employment, you agree that you will be required to pay back the full amount of the relocation bonus (including, without limitation, all amounts withheld
to satisfy applicable taxes and payroll deductions) within 30 days of your separation date.
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Equity. We will recommend to Grindr’s Board of Directors (or its designee) that you be
granted an award of 730,000 Restricted Stock Units (RSUs) (the “Award”) soon after your start date. The RSUs shall vest in accordance with the following schedule, provided that you remain employed by the Company on each vesting date.
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110,000 RSUs will vest on the first anniversary after your start date
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An additional 110,000 RSUs will vest on the second anniversary after your start date
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An additional 150,000 RSUs will vest on the third anniversary after your start date
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An additional 180,000 RSUs will vest on the fourth anniversary after your start date
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An additional 180,000 RSUs will vest on the fifth anniversary after your start date. The terms of the Award shall be governed by our then-current equity incentive plan and an
applicable award agreement which you will be required to accept in order to receive the Award.
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The Award shall accelerate and vest in full on a termination by the Company without Cause or a resignation by you for Good Reason (as defined below), in either case, at any time
within twelve (12) months following a change in control.
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KPI Awards. We will recommend to Grindr’s Board of Directors (or its designee) that, on an
annual basis, you will be eligible to receive awards of RSUs upon the satisfaction of certain key performance indicators (“KPIs”) pursuant to the terms and conditions approved by the Board of Directors (or its designee).
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In the event that the Board of Directors (or its designee) determines that the KPIs for a given year have been satisfied, you will receive a
grant of fully vested RSUs with a value ranging from $500,000 to $700,000 (such amount within that range as determined by the Board of Directors, or a committee thereof, in its or their sole and absolute discretion), prorated for your first year based upon the fraction of 2025 in which you are employed, which award shall be granted no later than 120 days after the end of such year in which the KPIs are
satisfied and subject to your continued service to Grindr through the grant date.
Unless otherwise determined by the Board of Directors (or its designee), the number of RSUs, if any, to be granted pursuant to this section
will be calculated based on the VWAP (as defined below), with the resulting number of RSUs rounded down to the nearest whole share.
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Performance-Based Equity. We will recommend to Grindr’s Board of Directors (or its designee)
that you will be eligible to earn an award of RSUs upon the satisfaction of certain market capitalization performance conditions pursuant to the terms and conditions set forth below (the “PSU Arrangement”). Subject to approval by the Board of
Directors (or its designee), the RSUs subject to the PSU Arrangement shall be awarded as follows:
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If the Average Market Capitalization (as defined below) first exceeds $5 billion (the “First Market Cap Threshold,” and the date on which this occurs, the “First Performance Date”)
on a date that is on or after April 1, 2026, and:
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before July 1, 2026 (within 9 months of your start date), subject to your continued service with the Company as of such date, you shall be granted a number of RSUs equal to (i)
$300,000 divided by (ii) the average VWAP (as defined below) for the 90 trading days preceding the First Performance Date, with such number of RSUs rounded down to the nearest whole unit; or
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on or after July 1, 2026 (9 months after your start date), subject to your continued service with the Company as of such date, you shall be granted a number of RSUs equal to (i)
$600,000 divided by (ii) the average VWAP for the 90 trading days preceding the First Performance Date, with such number of RSUs rounded down to the nearest whole unit.
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If the Average Market Capitalization first exceeds $7.5 billion (the “Second Market Cap Threshold,” and the date on which this occurs, the “Second Performance Date”) on a date that
is on or after July 1, 2027 (21 months after your start date), subject to your continued service with the Company as of such date, you shall be granted a number of RSUs equal to (i) $7,500,000 divided by (ii) the average VWAP for the 90
trading days preceding the Second Performance Date, with such number of RSUs rounded down to the nearest whole unit.
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If the Average Market Capitalization first exceeds $10 billion (the “Third Market Cap Threshold,” and the date on which this occurs, the “Third Performance Date”) on a date that is
on or after July 1, 2027 (21 months after your start date), subject to your continued service with the Company as of such date, you shall be granted a number of RSUs equal to (i) $11,000,000 divided by (ii) the average VWAP for the 90 trading
days preceding the Third Performance Date, with such number of RSUs rounded down to the nearest whole unit.
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In the event of a change in control of the Company, if the aggregate consideration payable in connection with the change in control for the number of fully diluted shares of the
Company’s common stock exceeds the First, Second, and/or Third Market Cap Threshold, then immediately before, and contingent upon, the consummation of the change in control, you will be granted a number of fully vested RSUs for each of the
Market Cap Thresholds exceeded that have not otherwise been previously exceeded—provided that, for each Market Cap Threshold, sufficient time has elapsed since your start date that you would have been eligible to receive the corresponding
partial or full RSU grant had the corresponding Performance Date occurred on the date of the change in control—-equal to the corresponding dollar values for each RSU award above, divided by the amount of the per share consideration payable in
respect of the Company’s common stock in connection with the change in control (and rounded down to the nearest whole unit), subject to your continuous service to the Company through immediately prior to the consummation of such change in
control.
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Any RSUs granted pursuant to your PSU Arrangement shall be fully vested on the grant date. The terms of any RSUs granted pursuant to your PSU Arrangement shall be governed
by our then-current equity incentive plan and an applicable award agreement which you will be required to accept in order to receive such RSU awards. For the avoidance of doubt, in all such cases, the grant and vesting of any RSUs granted pursuant to
your PSU Arrangement shall be subject to your continued service with the Company through each applicable grant date. For purposes of the PSU Grant: “Average Market Capitalization” shall mean the daily average of the Company’s Market Capitalization
for the 90 trading days preceding a given day. “Market Capitalization” shall mean (a) the VWAP on a given day multiplied by (b) the number of issued and outstanding shares of the Company’s common stock on such day. “VWAP” shall mean, for any given
date, the per-share volume-weighted average price (determined without regard to after-hours trading or any other trading outside of the regular trading session trading hours) of a share of the Company’s common stock, as displayed under the heading
“Bloomberg VWAP” on the Company’s Bloomberg page (or its equivalent if such page is not available).
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Benefits. You are eligible to participate in the Company’s employee
benefits program effective the first day of employment. You will be responsible for all costs not covered under said policies, including, without limitation, deductibles, co-payments, and costs for procedures that are not covered by the
insurance carrier. All matters of eligibility for coverage or benefits under any benefit plan shall be determined in accordance with the provisions of such plan. The Company’s benefits programs may be modified, eliminated, or replaced with
other programs at any time in the Company’s sole discretion.
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Other Obligations. You must be free to work for the Company without
being in breach of any legally binding obligation which you owe to your current or any former employer, or to any other third party. The Company expects you to honor all legal obligations that apply to you. You represent and warrant that
your employment and the performance of your duties for the Company will not violate any agreement (including any non-competition or non-solicitation provision of any such agreement) between you and any other employer, corporation,
partnership, individual, or other organization. You further acknowledge and agree that the Company has advised you that it is not interested in, and does not want, any confidential information, trade secrets, or other proprietary
information that you may have developed or otherwise acquired in connection with any prior employment or business relationship. You represent that you have returned to your prior employer all of its property (including without limitation
all confidential information, trade secrets, or other proprietary information) and will not use or disclose (and have not used or disclosed) to the Company or for the benefit of the Company any confidential information, trade secrets, or
other proprietary information of any prior employer or third party.
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At-Will Employment. Your employment with the Company will be “at
will.” Your employment is for no specific duration and either you or the Company may terminate your employment relationship with the Company at any time with or without cause or notice. If you decide to terminate your employment with the
Company, however, we request that you provide at least 2 weeks’ advance written notice of your last day of employment. The Company reserves the right to eliminate or change any term or condition of employment at any time with or without
cause or notice. The Company retains discretion to rescind this offer letter up to your start date. The at-will nature of the employment can only be changed in a written document executed by you and the CEO (or the CEO’s designee) on behalf
of the Company.
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Severance.
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Compensation upon Termination. Upon the termination of your employment for
any reason, the Company shall pay you: (i) all of your accrued and unpaid wages earned through your last day of employment (the “Separation Date”) and any earned,
but as yet unpaid, Annual Bonus, (ii) any unreimbursed business expenses; (iii) the value of any accrued and unused vacation days; and (iv) any other amounts required by local law or the express terms of any employee benefit plan to be paid
to you (items (i), (ii), (iii) and (iv), collectively, the “Accrued Benefits”). The Accrued Benefits will be paid within sixty (60) days following termination of
your employment, or such earlier date as may be required by applicable law.
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Severance Upon Termination Without Cause; Resignation for Good Reason. If
the Company terminates your employment without Cause (as defined below) or you resign for Good Reason, then, provided that such termination constitutes a “Separation from
Service” (as defined under Treasury Regulation Section 1.409A-1(h)) and provided that you remain in compliance with the applicable terms of this Letter Agreement (including execution and non-revocation of the Separation
Agreement described below), the Company shall provide you, as severance, the following (the “Severance”):
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A cash payment equal to the greater of (A) twelve (12) months of your Base Salary in effect as of the Separation Date, or (B) the amount of severance payment
pursuant to the then-applicable company-wide severance policy as may be adopted by the Company from time to time, subject to standard payroll deductions and withholdings (the “Severance
Payment”). The Severance Payment will be paid in a lump sum cash payment no later than the first regularly-scheduled payroll date following the sixtieth (60th) day after your Separation from Service, provided, that the
Separation Agreement (as discussed below) has become effective by that time;
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A pro-rata portion of your Annual Bonus for the fiscal year in which your termination occurs based on actual results for such year (determined by multiplying the
amount of such bonus which would be due for the full fiscal year by a fraction, the numerator of which is the number of days during the fiscal year of termination that you are employed by the Company and the denominator of which is 365),
payable at the same time bonuses for such year are paid to other senior executives of the Company; and
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If you are eligible for and timely elect continued group health plan coverage under the Consolidated Omnibus Budget Reconciliation Act of 1985 or any state law of
similar effect (“COBRA”) following your Involuntary Termination, the Company will pay your COBRA group health insurance premiums for you and your eligible
dependents directly to the insurer until the earliest of (A) the nine (9) month anniversary of the Separation Date (the “COBRA Payment Period”), (B) the expiration
of your eligibility for continuation coverage under COBRA, or (C) the date when you become eligible for substantially equivalent health insurance coverage in connection with new employment or self-employment. For purposes of this Section,
references to COBRA premiums shall not include any amounts payable by you under a Section 125 health care reimbursement plan under the Code. Notwithstanding the foregoing, if at any time the Company determines, in its sole discretion, that
it cannot pay the COBRA premiums without potentially incurring financial costs or penalties under applicable law (including, without limitation, Section 2716 of the Public Health Service Act), then regardless of whether you elect continued
health coverage under COBRA, and in lieu of providing the COBRA premiums, the Company will instead pay you on the last day of each remaining month of the COBRA Payment Period, a fully taxable cash payment equal to the COBRA premiums for
that month, subject to applicable tax withholdings and grossed-up to be tax neutral to you (such amount, the “Special Severance Payment”), which payments shall continue until the earlier of expiration of the COBRA Payment Period or the date when you become eligible for substantially equivalent health insurance coverage
in connection with new employment or self-employment. On the first payroll date following the effectiveness of the Separation Agreement, the Company will make the first payment to the insurer under this clause (and, in the case of the
Special Severance Payment, such payment will be to you, in a lump sum) equal to the aggregate amount of payments that the Company would have paid through such date had such payments instead commenced on the Separation Date, with the balance
of the payments paid thereafter on the schedule described above. If you become eligible for coverage under another employer’s group health plan, you must immediately notify the Company of such event, and all payments and obligations under
this subsection shall cease.
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Other Terminations. If you resign your employment for any reason other than
Good Reason, if the Company terminates your employment for Cause, or if your employment terminates as a result of your death or Disability, then all payments of compensation by the Company to you hereunder other than the Accrued Benefits
will terminate immediately, and you will not be entitled to the Severance; provided that if you are terminated for death or Disability, you (or your estate, if applicable) shall receive a pro-rata portion of your Annual Bonus for the fiscal
year in which such termination occurs based on actual results for such year (determined by multiplying the amount of such bonus which would be due for the full fiscal year by a fraction, the numerator of which is the number of days during
the fiscal year of termination that you are employed by the Company and the denominator of which is 365), payable at the same time bonuses for such year are paid to other senior executives of the Company. For purposes of this Agreement, “Disability” shall have the definition ascribed to it in any applicable disability benefit plan maintained by the Company or, in the absence of such definition, shall
mean your inability to perform the essential functions of your position, notwithstanding the provision of any reasonable accommodation, for a consecutive period of at least 91 calendar days or any non- consecutive period of 150 calendar
days in any consecutive 365-calendar day period.
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Conditions to Receipt of Severance. The receipt of the Severance will be
subject to you signing and not revoking a separation agreement and general release of claims in substantially the form applicable to the Company’s senior executives (which the Company shall establish within three months after your Start
Date) (the “Separation Agreement”) by no later than the sixtieth (60th) day after the Separation Date (the “Release Deadline”). No Severance will be paid or provided until the Separation Agreement becomes effective. You must also resign from all positions and terminate any relationships as an employee, advisor, or officer
with the Company and any of its affiliates, each effective on the Separation Date.
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Cause. For purposes of this Agreement, “Cause” shall mean your action, or failure to act after the date hereof that constitutes any of the following: (a) the plea of guilty or nolo contendere to, or a conviction of, a crime
involving dishonesty, intentional misconduct, or breach of trust; (b) gross negligence in the performance of your duties; (c) a material breach by you of a fiduciary duty owed to the Company; (d) material breach of any written agreement
with the Company; or (e) a knowing and material violation by you of any material policy of the Company pertaining to ethics, wrongdoing or conflicts of interest, which policy had been provided to you in writing or otherwise made generally
available prior to such violation; provided, that in the case of conduct described in clauses (b), (c), (d) or (e) “Cause” shall only apply to conduct occurring after the date hereof and, if such conduct is capable of being cured, you shall
have a period of no less than twenty (20) days after you are provided with written notice (specifying in reasonable detail the acts or omissions believed to constitute Cause and the steps necessary to remedy such condition, if curable) in
which to cure, which such notice specifically identifies the breach or the violation that the Company believes constitutes Cause.
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Good Reason. For purposes of this Agreement, you shall have “Good Reason” for resignation from employment with the Company if any of the following actions are taken by the Company without your prior written consent: (a) a
material reduction in your Base Salary (unless pursuant to a salary reduction program applicable generally to the Company’s C-level employees of no greater than a cumulative 10% reduction); (b) a material diminution in your job duties,
responsibilities, authorities or title, including, but not limited to, you not being the Chief Financial Officer of the Company (or ultimate parent company of the entity succeeding to the Company’s business following a Corporate
Transaction); (c) the Company requires you to relocate your principal place of work outside of the San Francisco Bay Area; (d) the Company materially breaches this Agreement (including any future amendments or restatements hereof); or (e)
the Company’s failure to grant you any of the incentive awards contemplated by this Letter Agreement. In order to resign for Good Reason, you must provide written notice to the Board within sixty (60) days after the first occurrence of the
event giving rise to Good Reason setting forth the basis for your resignation, allow the Company at least thirty (30) days from receipt of such written notice to cure such event, if curable, and if such event is not reasonably cured within
such period, you must resign your employment with the Company no later than sixty (60) days after the expiration of the cure period.
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Involuntary Termination. For purposes of this Agreement, “Involuntary
Termination” means a termination of your employment with the Company pursuant to either (a) a termination initiated by the Company without Cause or (b) your resignation for Good Reason. An Involuntary Termination does not include any other
termination of your employment, including a termination due to your death or Disability
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Finally, this offer of employment is contingent on: 1) the outcome of acceptable reference checks; 2) a background check; 3) you providing the Company
with legally required proof of your identity and current authorization to work in the United States; 4) the execution of a Company arbitration agreement, a non-disclosure agreement, and any agreements that you may be required to sign in connection
with any RSUs granted to you; and 5) the approval of your appointment as CFO by Grindr’s Board of Directors and the approval of your compensation terms contained herein by the Compensation Committee of the Board of Directors.
All of us here at Grindr are excited for you to join the team and look forward to working with you!
To accept this offer of employment, please sign below and return this letter to us by the end of the business day on September 30, 2025.
Sincerely,
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/s/ George Arison
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George Arison, Chief Executive Officer
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September 30, 2025
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Date
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I have read and understand this offer letter and accept employment with the Company upon the terms set forth above. Agreed and accepted:
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/s/ John North
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John North
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September 30, 2025
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Date
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PO Box 69414
West Hollywood, CA 90069
grindr.com
Exhibit 99.1
Grindr Appoints John North as Chief Financial Officer
WEST HOLLYWOOD, Calif.--(BUSINESS WIRE)-- Grindr Inc. (NYSE: GRND), the Global Gayborhood in Your
Pocket™, today announced that John North is joining the company as Chief Financial Officer, effective immediately. In this role, North will partner with the executive leadership team to shape Grindr’s strategy and will lead the finance organization
including accounting, treasury, tax, financial planning and analysis, and investor relations to support and accelerate Grindr’s rapid growth.
North has over 20 years experience in leading high-growth public companies, having served as both CEO and CFO at Fortune 500 and S&P 500 global organizations.
“John is an exceptional partner whom I have worked closely with in the past as we built and scaled organizations in the consumer sector,” said George Arison, Grindr’s CEO.
“His extensive background in driving growth and profitability at public companies in all market environments, paired with his hands-on and forward-looking mentality, make him an ideal fit. I look forward to working closely with John as we leverage
his significant experience to accelerate Grindr’s expansion and continue to drive value for shareholders.”
“I am thrilled to be joining Grindr, where I believe it can further its storied history and phenomenal financial success to become a truly generational company,” said
North. “I have long admired George’s leadership, and am catalyzed to work with him and the incredibly talented team as we execute his ambitious plans to create amazing new experiences in relationships, social networking and beyond.”
North is currently a member of the Board of XPEL (Nasdaq: XPEL), where he serves as Chair of the Compensation Committee and is a financial expert on the Audit Committee.
Most recently, he was the Chief Executive Officer and Director of Lazydays Holdings (Nasdaq: GORV). Previously, North was the Chief Financial Officer at Copart (Nasdaq: CPRT), and served as the Chief Financial Officer for both Avis Budget Group
(Nasdaq: CAR) and Lithia & Driveway (NYSE: LAD). North is a licensed CPA and a CFA Charterholder.
About Grindr Inc.
With nearly 15 million average monthly active users, Grindr has grown to become the Global Gayborhood in Your Pocket™, on a mission to make a world where the lives of our
global community are free, equal, and just. Available in 190+ countries and territories, Grindr is often the primary way for its users to connect, express themselves, and discover the world around them. Since 2015, Grindr for Equality has advanced
human rights, health, and safety for millions of LGBTQ+ people in partnership with organizations in every region of the world. Grindr has offices in West Hollywood, the Bay Area, Chicago, and New York. The Grindr app is available on the App Store and
Google Play.
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