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TripAdvisor (TRIP) TheFork CEO exercises RSUs, withholds 4,471 shares for tax

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

TripAdvisor, Inc. insider Almir Ambeskovic, CEO of TheFork, reported routine equity compensation activity. On May 15, 2026, he exercised Restricted Stock Units in several tranches, converting a total of 9,259 shares into TripAdvisor common stock. On May 18, 2026, 4,471 shares of common stock were disposed of at $9.74 per share to satisfy tax obligations, a tax-withholding disposition rather than an open-market sale. Following these transactions, he holds 42,396 shares of TripAdvisor common stock directly.

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Insider Ambeskovic Almir
Role CEO, TheFork
Type Security Shares Price Value
Tax Withholding Common Stock 4,471 $9.74 $44K
Exercise Restricted Stock Units 2,810 $0.00 --
Exercise Restricted Stock Units 1,734 $0.00 --
Exercise Restricted Stock Units 4,715 $0.00 --
Exercise Common Stock 2,810 $10.93 $31K
Exercise Common Stock 1,734 $10.93 $19K
Exercise Common Stock 4,715 $10.93 $52K
Holdings After Transaction: Common Stock — 42,396 shares (Direct, null); Restricted Stock Units — 8,431 shares (Direct, null)
Footnotes (1)
RSU exercises 9,259 shares Total derivative exercises (M code) on May 15, 2026
Tax-withholding shares 4,471 shares Shares delivered for tax liability on May 18, 2026
Tax-withholding price $9.74 per share Price for 4,471-share F-code disposition
Post-transaction holdings 42,396 shares Direct common stock holdings after May 18, 2026
RSU tranche 1 4,715 shares Restricted Stock Units exercised on May 15, 2026
RSU tranche 2 1,734 shares Restricted Stock Units exercised on May 15, 2026
RSU tranche 3 2,810 shares Restricted Stock Units exercised on May 15, 2026
Restricted Stock Units financial
"security_title: "Restricted Stock Units" with underlying TripAdvisor common stock"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax-withholding disposition financial
"transaction_action: "tax-withholding disposition" for the F-code transaction"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative exercise/conversion financial
"transaction_action: "derivative exercise/conversion" for M-code entries"
Exercise or conversion of derivative security financial
"transaction_code_description for M-code transactions"
Payment of exercise price or tax liability by delivering securities financial
"transaction_code_description for the F-code transaction"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Ambeskovic Almir
(Last)(First)(Middle)
400 1ST AVENUE
C/O TRIPADVISOR, INC.
(Street)
NEEDHAM MASSACHUSETTS 02494
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
TripAdvisor, Inc. [ TRIP ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CEO, TheFork
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock05/15/2026M2,810A$10.9340,418D
Common Stock05/15/2026M1,734A$10.9342,152D
Common Stock05/15/2026M4,715A$10.9346,867D
Common Stock05/18/2026F4,471D$9.7442,396D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units$005/15/2026M2,81002/15/202502/15/2027Common Stock2,810$08,431D
Restricted Stock Units$005/15/2026M1,73402/15/202502/15/2028Common Stock1,734$012,140D
Restricted Stock Units$005/15/2026M4,71502/15/202611/16/2028Common Stock4,715$051,874D
Explanation of Responses:
/s/ Michael F. Billotti, attorney-in-fact05/19/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Almir Ambeskovic report for TripAdvisor (TRIP)?

Almir Ambeskovic reported RSU exercises and a tax-withholding share disposition. On May 15, 2026, he exercised multiple Restricted Stock Unit awards into common stock, and on May 18, 2026, 4,471 shares were disposed of to cover tax obligations rather than sold on the open market.

How many TripAdvisor (TRIP) shares did Ambeskovic acquire through exercises?

Ambeskovic acquired 9,259 TripAdvisor common shares through RSU exercises. On May 15, 2026, three derivative transactions with code M converted 4,715, 1,734, and 2,810 RSUs respectively into common stock, reflecting routine equity compensation vesting and settlement activity.

Were any of Almir Ambeskovic’s TripAdvisor (TRIP) transactions open-market sales?

The filing does not show any open-market purchases or sales. The only disposition, for 4,471 shares on May 18, 2026, is coded F, meaning shares were delivered to pay tax liabilities, a tax-withholding event rather than an ordinary sale into the market.

How many TripAdvisor (TRIP) shares does Almir Ambeskovic hold after these transactions?

After the reported transactions, Ambeskovic directly holds 42,396 TripAdvisor common shares. This post-transaction balance appears in the Form 4 table for the May 18, 2026 tax-withholding disposition, providing context for his remaining equity position in the company.

What prices are associated with Ambeskovic’s TripAdvisor (TRIP) Form 4 transactions?

The tax-withholding disposition occurred at $9.74 per share. The RSU-related non-derivative entries for May 15, 2026 show a transaction price of $10.93 per share, while the derivative RSU lines list a conversion or exercise price of $0.00 per share.

What do the Restricted Stock Unit (RSU) entries mean in the TripAdvisor (TRIP) Form 4?

The RSU entries show derivative securities converting into common stock. Each RSU line is coded M, described as an exercise or conversion of a derivative security, with underlying TripAdvisor common stock in equal share amounts, and includes exercise and expiration dates for those awards.