Stockholders' Equity

12 Months Ended

Dec. 31, 2019

NOTE 13 — Stockholders’ Equity

Common Stock and Class B Common Stock

Our authorized common stock consists of 1.6 billion shares of common stock with par value of $0.0001 per share, and 400 million shares of Class B common stock with par value of $0.0001 per share. Both classes of common stock qualify for and share equally in dividends, if declared by our Board of Directors, and generally vote together on all matters. Common stock is entitled to 1 vote per share and Class B common stock is entitled to 10 votes per share. Holders of common stock, voting as a single, separate class are entitled to elect 25% of the total number of directors. Class B common stockholders may, at any time, convert their shares into common stock, on a one for one share basis. Upon conversion, the Class B common stock is retired and is not available for reissue. In the event of liquidation, dissolution, distribution of assets or winding-up of Expedia Group, Inc., the holders of both classes of common stock have equal rights to receive all the assets of Expedia Group, Inc. after the rights of the holders of the preferred stock, if any, have been satisfied.

Preferred Stock

As of December 31, 2019 and 2018, we have no preferred stock outstanding.

Treasury Stock

As of December 31, 2019, the Company's treasury stock was comprised of approximately 119.6 million common stock and 7.3 million Class B shares. As of December 31, 2018 and 2017, the entire treasury stock balances of 97.2 million and 89.5 million was common stock.

Share Repurchases. During 2019, 2012, 2010, and 2006, our Board of Directors, or the Executive Committee, acting on behalf of the Board of Directors, authorized a repurchase of up to 20 million outstanding shares of our common stock in each of the respective years, during 2015 authorized a repurchase of up to 10 million shares of our common stock and during 2018 authorized a repurchase of up to 15 million shares of our common stock for a total of 105 million shares. Shares repurchased under the authorized programs were as follows:



	Year Ended December 31,
	2019		2018		2017
Number of shares repurchased	5.6 million		7.7 million		2.3 million
Average price per share	$	122.72	$	117.02	$	127.04
Total cost of repurchases (in millions)⁽¹⁾	$	683	$	903	$	294

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(1)	Amount excludes transaction costs.

As of December 31, 2019, 26.7 million shares remain authorized for repurchase under the 2019 and 2018 authorizations with no fixed termination date for the repurchases. Subsequent to December 31, 2019, we repurchased an additional 3.4 million shares for a total cost of $370 million, excluding transaction costs, representing an average purchase price of $109.88 per share.

Dividends on our Common Stock

In 2019, 2018 and 2017, the Executive Committee, acting on behalf of the Board of Directors, declared and paid the following dividends:



	Declaration Date	Dividend Per Share		Record Date	Total Amount (in millions)		Payment Date
Year ended December 31, 2019:
	February 6, 2019	$	0.32	March 7, 2019	$	47	March 27, 2019
	May 1, 2019	0.32		May 23, 2019	48		June 13, 2019
	July 24, 2019	0.34		August 22, 2019	50		September 12, 2019
	November 6, 2019	0.34		November 19, 2019	50		December 12, 2019
Year ended December 31, 2018:
	February 7, 2018	$	0.30	March 8, 2018	$	46	March 28, 2018
	April 24, 2018	0.30		May 24, 2018	45		June 14, 2018
	July 23, 2018	0.32		August 23, 2018	47		September 13, 2018
	October 19, 2018	0.32		November 15, 2018	48		December 6, 2018
Year ended December 31, 2017:
	February 7, 2017	$	0.28	March 9, 2017	$	42	March 30, 2017
	April 26, 2017	0.28		May 25, 2017	43		June 15, 2017
	July 26, 2017	0.30		August 24, 2017	45		September 14, 2017
	October 25, 2017	0.30		November 16, 2017	46		December 7, 2017

In addition, in February 2020, the Executive Committee, acting on behalf of the Board of Directors, declared a quarterly cash dividend of $0.34 per share of outstanding common stock payable on March 26, 2020 to the stockholders of record as of the close of business on March 10, 2020. Future declarations of dividends are subject to final determination by our Board of Directors.

Accumulated Other Comprehensive Income (Loss)

The balance of accumulated other comprehensive loss as of December 31, 2019 and 2018 was comprised of foreign currency translation adjustments. These translation adjustments include foreign currency transaction losses at December 31, 2019 and 2018 of $15 million ($19 million before tax) and $27 million ($35 million before tax) associated with our 2.5% Notes. The 2.5% Notes are Euro-denominated debt designated as hedges of certain of our Euro-denominated net assets. See NOTE 2 — Significant Accounting Policies for more information.

Non-redeemable Non-controlling Interests

As of December 31, 2019 and 2018, our ownership interest in trivago was approximately 59.3% and 59.5%.

In August 2018, we purchased the remaining 25% minority equity interest in AAE Travel Pte. Ltd., the joint venture formed by Air Asia and Expedia Group in March 2011. Prior to this transaction, we held a 75% controlling interest in the joint venture since 2015. The cash consideration was approximately $62 million.