0001062993-23-013160.txt : 20230608
0001062993-23-013160.hdr.sgml : 20230608
20230608163115
ACCESSION NUMBER: 0001062993-23-013160
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230606
FILED AS OF DATE: 20230608
DATE AS OF CHANGE: 20230608
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Hoag Jay C
CENTRAL INDEX KEY: 0001082906
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35362
FILM NUMBER: 231002365
MAIL ADDRESS:
STREET 1: 250 MIDDLEFIELD ROAD
CITY: MENLO PARK
STATE: CA
ZIP: 94025
FORMER NAME:
FORMER CONFORMED NAME: HOAG JAY C
DATE OF NAME CHANGE: 19990329
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TripAdvisor, Inc.
CENTRAL INDEX KEY: 0001526520
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370]
IRS NUMBER: 800743202
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 400 1ST AVENUE
CITY: NEEDHAM
STATE: MA
ZIP: 02494
BUSINESS PHONE: 781-800-5800
MAIL ADDRESS:
STREET 1: 400 1ST AVENUE
CITY: NEEDHAM
STATE: MA
ZIP: 02494
4
1
form4.xml
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
X0407
4
2023-06-06
0001526520
TripAdvisor, Inc.
TRIP
0001082906
Hoag Jay C
250 MIDDLEFIELD ROAD
MENLO PARK
CA
94025
1
0
0
0
0
Common Stock
2023-06-06
4
A
0
15105
0
A
55058
D
Common Stock
1613606
I
TCV IX, L.P.
Common Stock
455300
I
TCV IX (A) Opportunities, L.P.
Common Stock
86179
I
TCV IX (B), L.P.
Common Stock
125915
I
TCV Member Fund, L.P.
Represents shares underlying Restricted Stock Units ("RSUs") granted under Tripadvisor, Inc. stock and annual incentive plan in connection with such individual's election to the Board of Directors on June 6, 2023. Such RSUs vest in full on June 6, 2024.
Jay C. Hoag has sole voting and dispositive power over the RSUs he holds directly. However, TCV IX Management, L.L.C. has a right to 100% of the pecuniary interest in such RSUs. Mr. Hoag is a Member of TCV IX Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such RSUs and the shares underlying such RSUs except to the extent of his pecuniary interest therein.
These shares are directly held by TCV IX, L.P. ("TCV IX"). Jay C. Hoag is a Class A Member of Technology Crossover Management IX, Ltd. ("Management IX") and a limited partner of Technology Crossover Management IX, L.P. ("TCM IX"). Management IX is the sole general partner of TCM IX, which in turn is the sole general partner of TCV IX. Mr. Hoag, Management IX, and TCM IX may be deemed to beneficially own the shares held by TCV IX, but each disclaims beneficial ownership of such shares except to their extent of his pecuniary interest therein.
These shares are directly held by TCV IX (A) Opportunities, L.P. ("TCV A Opportunities"). Mr. Hoag is a Class A Member of Management IX and a limited partner of TCM IX. Management IX is the sole general partner of TCM IX, which in turn is the sole general partner of TCV IX, L.P., which is sole shareholder of TCV IX (A) Opportunities, Ltd., which in turn is the sole limited partner of TCV IX A Opportunities. Mr. Hoag, Management IX, TCM IX, TCV IX (A), L.P. and TCV IX (A) Opportunities, Ltd. may be deemed to beneficially own the shares held by TCV IX A Opportunities but each disclaims beneficial ownership of such shares except to the except of their pecuniary interest therein.
These shares are directly held by TCV IX (B), L.P. ("TCV IX (B)"). Jay C. Hoag is a Class A Member of Management IX and a limited partner of TCM IX. Management IX is the sole general partner of TCM IX, which in turn is the sole general partner of TCV IX (B). Mr. Hoag, Management IX, and TCM IX may be deemed to beneficially own the shares held by TCV IX (B) but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein.
These shares are directly held by TCV Member Fund, L.P. ("TCV MF"). Mr. Hoag is a Class A Member of Management IX. Management IX is a general partner of TCV MF. Mr. Hoag is also a limited partner of TCV MF. Mr. Hoag and Management IX may be deemed to beneficially own the shares held by TCV MF but each disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein.
/s/ Frederic D. Fenton, Authorized Signatory for Jay C. Hoag
2023-06-08