[144] Booking Holdings Inc. SEC Filing

Rhea-AI Filing Summary

Booking Holdings Inc. (BKNG) submitted a Form 144 reporting a proposed sale of 1,013 shares of common stock, with an aggregate market value of $5,556,072.01, to be sold on or about 08/15/2025 on the NASDAQ. The shares were acquired as Restricted and Performance Stock Units from the issuer on 03/04/2025 and were paid for on the same date. The filing lists total shares outstanding of 32,409,885. The filer also disclosed two recent 10b5-1 sales by the same account: 1,013 shares sold on 07/15/2025 for $5,769,036.02 and 1,013 shares sold on 06/16/2025 for $5,425,697.14. The notice includes the standard representation that the seller is not aware of undisclosed material adverse information.

Insights

Securities Analyst

TL;DR: Insider plans to sell 1,013 RSU-derived shares under Rule 144, continuing prior 10b5-1 sales in June and July 2025.

The filing documents a routine insider disposition of common stock acquired as restricted and performance stock units on 03/04/2025. The proposed sale of 1,013 shares equals a small fraction of the reported outstanding shares (32,409,885). The transaction is scheduled for 08/15/2025 and will be executed on NASDAQ. The disclosure of two prior 10b5-1 sales in June and July 2025 shows an ongoing, preplanned selling pattern rather than an ad hoc large divestiture. No financial results, liabilities, or material corporate events are disclosed in this form.

Corporate Governance Expert

TL;DR: This appears to be a standard compliance filing documenting planned insider sales under Rule 144 and referencing 10b5-1 execution.

The filer identifies the securities as RSUs converted to common stock and certifies absence of undisclosed material adverse information. The form notes use of broker services and includes prior 10b5-1 sales, which supports governance best practices for reducing allegations of opportunistic insider trading. The filing does not disclose any governance changes, departures, or material noncompliance issues. Impact on shareholders is informational and procedural.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	1013	5556072.01	32409885	08/15/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	03/04/2025	Restricted and Performance Stock Units	Issuer			1013	03/04/2025	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for GLENN D FOGEL & AMY J ROBERTS JT TEN 800 Connecticut Avenue Norwalk CT 06854	Common	07/15/2025	1013	5769036.02
10b5-1 Sales for GLENN D FOGEL & AMY J ROBERTS JT TEN 800 Connecticut Avenue Norwalk CT 06854	Common	06/16/2025	1013	5425697.14

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does Booking Holdings' (BKNG) Form 144 report?

The Form 144 reports a proposed sale of 1,013 common shares of BKNG with aggregate market value $5,556,072.01, planned for 08/15/2025 on NASDAQ.

How were the shares being sold acquired?

The shares were acquired on 03/04/2025 as Restricted and Performance Stock Units issued by Booking Holdings.

Has the filer sold BKNG shares recently?

Yes. The filing discloses two 10b5-1 sales: 06/16/2025 (1,013 shares, $5,425,697.14) and 07/15/2025 (1,013 shares, $5,769,036.02).

On what exchange will the shares be sold?

The proposed sale is to be executed on NASDAQ.

Does the filer state any undisclosed material information?

By signing, the filer represents they do not know of any material adverse information about the issuer that has not been publicly disclosed.