8-K

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): June 1, 2022

EXPEDIA GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-37429	20-2705720
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

1111 Expedia Group Way W.

Seattle, Washington 98119

(Address of principal executive offices) (Zip code)

(206) 481-7200

Registrant’s telephone number, including area code

Not Applicable

(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:
☐	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(s)	Name of each exchange on which registered
Common stock, $0.0001 par value	EXPE	The 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-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 7.01.    Regulation FD Disclosure.

On June 1, 2022, Expedia Group, Inc. (the “Company”) posted an Investor Presentation to the “Investors” section of its corporate website (www.expediagroup.com). The Company intends to use the Investor Presentation at the Cowen 50th Anniversary Technology, Media & Telecom Conference on June 1, 2022 and potentially in connection with presentations to investors, analysts, and other interested parties thereafter.

The information in this Form 8-K being furnished under Item 7.01 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The Investor Presentation speaks only as of the date of this Current Report on Form 8-K. The Company undertakes no duty or obligation to publicly update or revise the information contained in the Investor Presentation, although it may do so from time to time. The Investor Presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. These statements are based on the Company’s expectations and involve risks and uncertainties that could cause the Company’s actual results to differ materially from those set forth in the statements. These risks are discussed in the Company’s filings with the Securities and Exchange Commission, including an extensive discussion in the "Risk Factors" section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

A copy of the Investor Presentation is furnished herewith as Exhibit 99.1.

Item 9.01.    Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number	Description
99.1	Investor Presentation, dated June 1, 2022

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.

EXPEDIA GROUP, INC.
By:	/s/ Robert J. Dzielak
	Robert J. Dzielak
	Chief Legal Officer and Secretary

Dated: June 1, 2022

EX-99.1

0 Investor presentation June 1, 2022

1 Safe harbor disclaimer Forward-looking statements. This presentation includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including statements that describe Expedia Group management's projections, beliefs, intentions or goals. It is uncertain whether any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do, what impact they will have on the results of operations and financial condition of Expedia Group. Actual results could differ materially from those contained in these forward-looking statements for a variety of reasons, including, but not limited to, risks related to the ongoing global coronavirus (COVID-19) pandemic and those discussed in our Annual Report on Form 10-K for the year ended December 31, 2021, Part I, ITEM 1A, “Risk Factors.” The forward- looking statements included in this presentation are made only as of the date hereof and Expedia Group undertakes no obligation to update the forward-looking statements to reflect subsequent events or circumstances, except as required by law. Industry / market data. Industry and market data used in this presentation have been obtained from industry publications and sources as well as from research reports prepared for other purposes. We have not independently verified the data obtained from these sources and cannot assure you of the data’s accuracy or completeness. Trademarks & logos. Trademarks and logos are the property of their respective owners. © 2022 Expedia, Inc. All rights reserved. CST: 2029030-50 industry

2 $13 $16 $17 $20 $21 $22 $26 $29 $34 $39 $50 $61 $78 $88 $100 $108 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 We grew big without many of the benefits of scale High complexity and redundancy Over-reliance on performance marketing Slow product innovation Inefficient cost structure Gross bookings ($B)

3 Complexity hurt competitiveness Product Marketing Tech Product Marketing Tech Product Marketing Tech Product Marketing Tech Siloed and inefficient operating model 5 loyalty programs10+ competing brands Siloed data lakesMultiple CRM stacks 10+ checkout experiences Product Marketing Tech Product Marketing Tech

4 Streamline cost structure Simplify the business Build a single tech platform 321 Unify branding and marketing 4 We had to transform the company in order to win

5 Divested and shut down non-core assets 1 Shifted focus to long-term value Repositioned geo and brand Simplified operations and walked away from bad business  Reduced spend in geographies with limited strength  Reallocated spend away from non-core brands  Eliminated low value partners  Rationalized unprofitable channels (e.g., coupons and email)  Reducing 3rd party inventory/packages to improve traveler experience

61. At pre-COVID volumes $200M+ variable cost savings1 $700-750M fixed cost savings Headcount Cloud optimization Real estate Card processing Customer support 2 Streamlined cost structure leading to ~$1B cost savings More opportunity ahead as platform delivers efficiency Variable cloud Licensing

7 Open World Building a single, best-in-class technology platform3 Supply Experience Search Content Commerce Service Conversation Data Advertising Composable, microservices architecture Partners AirHotel Vacation rental Car Cruise Activities All lines of business EG brands

8 Platform allows us to further optimize marketing across our brands4 Expert in HotelsExpert in Trips Expert in Vacation Rentals One bidding platform Optimal geo and channel mix Lifetime value focused In-house creative center External agency consolidation Brand marketing Performance marketing House of brands One marketing engine Unified loyalty program One Key One program One currency Earn/burn across brands Simple rewards mechanism

9 New platform delivers great LTV and faster, more profitable growth Best-in-class travel platform 1 Leverage for traveler acquisition 6 Efficient cost structure 5 Direct traffic and higher conversion 2 Higher loyalty and lifetime value 3 Improved unit economics 4

10 Delivering traveler-centric innovation across our brands Trip board Plan and collaborate on entire trip Smart shopping Easier comparison of value Price tracking and prediction Maps price trends and alerts

11 Massive opportunity to expand TAM through B2B acceleration Current $16B B2B gross bookings1 Open world Supply Service Conversation Data AI/ML Commerce Advertising Experience Search Content Anyone, anywhere Access to entire API based platform Highly flexible microservices $1.5T+ Global travel market2  Enterprise customers centric  Supply focused  Inflexible 1. Reflects 2019 Expedia Partner Solutions gross bookings booked; excludes Egencia. 2. Phocuswright 2019 Global Market Sizing, including short-term rentals in US and Europe. Future state

12 Our roadmap to accelerated growth and profitability Faster, more profitable growth  Deliver scale benefits of platform  Push more direct traffic and higher conversion  Drive engagement, loyalty and lifetime value  Accelerate growth in B2B  Execute on platform roadmap  Deliver innovation across brands and B2B  Launch unified loyalty program  Drive unit economics Platform delivery  Simplify the business  Streamline cost structure  Launch platform strategy  Reorganize the business and hire top talent Began transformation 2020-2021 2022-2023 2023+

Thank You

XML

8-K Cover Page	Jun. 01, 2022
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Jun. 01, 2022
Entity Registrant Name	EXPEDIA GROUP, INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-37429
Entity Tax Identification Number	20-2705720
Entity Address, Address Line One	1111 Expedia Group Way W.
Entity Address, City or Town	Seattle
Entity Address, State or Province	WA
Entity Address, Postal Zip Code	98119
City Area Code	206
Local Phone Number	481-7200
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0001324424
Amendment Flag	false
The Nasdaq Global Select Market
Entity Information [Line Items]
Title of 12(b) Security	Common stock, $0.0001 par value
Trading Symbol	EXPE
Security Exchange Name	NASDAQ