0001127602-24-008861.txt : 20240306
0001127602-24-008861.hdr.sgml : 20240306
20240306172715
ACCESSION NUMBER: 0001127602-24-008861
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240304
FILED AS OF DATE: 20240306
DATE AS OF CHANGE: 20240306
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Goldberg Matt
CENTRAL INDEX KEY: 0001896191
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35362
FILM NUMBER: 24727173
MAIL ADDRESS:
STREET 1: 2 WISCONSIN CIRCLE
STREET 2: 7TH FLOOR
CITY: CHEVY CHASE
STATE: MD
ZIP: 20815
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TripAdvisor, Inc.
CENTRAL INDEX KEY: 0001526520
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370]
ORGANIZATION NAME: 06 Technology
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
PRIMARY DOCUMENT
X0508
4
2024-03-04
0001526520
TripAdvisor, Inc.
TRIP
0001896191
Goldberg Matt
C/O TRIPADVISOR, INC.
400 1ST AVENUE
NEEDHAM
MA
02494
1
1
CEO and President
0
Restricted Stock Units
27.03
2024-03-04
4
A
0
133185
0
A
2025-02-15
2028-02-15
Common Stock
133185
133185
D
Restricted Stock Units (Performance-Based)
27.03
2024-03-04
4
A
0
133185
0
A
2025-12-31
2026-12-31
Common Stock
133185
133185
D
Date at which first vesting occurs is indicated. 25% of the total number of restricted stock units ("RSUs") vest on February 15, 2025, and 6.25% will vest quarterly thereafter. The award is fully vested on February 15, 2028.
The number of shares underlying performance-based restricted stock units ("PSUs") that will be issued is based on actual performance relative to the performance metrics, targets, and weightings to be established by the Compensation Committee for the performance period ending December 31, 2025, with the potential shares to be issued based in the performance metrics determined to be achieved as of December 31, 2025, with 50% of such shares delivered following such determination and 50% of such shares delivered on December 31, 2026. The number of derivative securities set forth above is the target number of PSUs. Based on actual results during the applicable fiscal year, the aggregate number of shares issued may range from zero shares to 200% of the target number of shares reported in Table II. The PSUs will only vest and settle once the Company's Compensation Committee certifies the performance metrics have been met for the applicable year.
/s/ Linda C. Frazier, attorney in fact
2024-03-06