Michael Noonan - 31 Oct 2022 Form 4 Insider Report for TripAdvisor, Inc. (TRIP)

Role
CFO & SVP
Signature
/s/ Linda C. Frazier, attorney in fact
Issuer symbol
TRIP
Transactions as of
31 Oct 2022
Transactions value $
$0
Form type
4
Filing time
02 Nov 2022, 17:17:53 UTC
Next filing
27 Feb 2023
SEC
View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction TRIP Restricted Stock Units Award $0 +61,935 $0.000000 61,935 31 Oct 2022 Common Stock 61,935 $0.000000 Direct F1
transaction TRIP Restricted Stock Units Award $0 +38,808 $0.000000 38,808 31 Oct 2022 Common Stock 38,808 $0.000000 Direct F2
transaction TRIP Stock Option Award $0 +76,986 $0.000000 76,986 31 Oct 2022 Common Stock 76,986 $23.62 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The performance-based restricted stock units ("PSUs") will vest on October 31, 2025 ("PSU Vesting Date"), with respect to 25% of the PSUs if the Reference Price (as defined below) is equal to or greater than $35.00 but less than $45.00, 50% of the PSUs if the Reference Price is equal to or greater than $45.00 but less than $55.00 and 100% of the PSUs if the Reference Price is equal to or greater than $55.00, subject to continued employment through the PSU Vesting Date. Reference Price means a volume weighed average price of a share as reported on Bloomberg (or equivalent wire service) over a thirty (30) trading-day period between October 31, 2023 and the PSU Vesting Date.
F2 Date which first vesting occurs is indicated. 25% of the total number of RSUs vest on October 31, 2023, and 6.25% will vest quarterly thereafter.
F3 Date at which first vesting occurs is indicated. 25% of the total number of Options vest on October 31, 2023, and 6.25% will vest quarterly thereafter.