BKNG Announces CAO Transition Plan: Retirement in March 2027

Rhea-AI Filing Summary

Booking Holdings Inc. announced that Susana D'Emic, its Chief Accounting Officer and Controller, intends to retire at the end of March 2027. She will move into a transitional role as Senior Vice President of Finance while the company expects to hire her successor in 2026. The filing provides a clear succession timeline: an internal role change now, a planned successor search in 2026, and a formal retirement at the end of March 2027. This gives the company roughly 18 months to complete a leadership transition and maintain accounting and financial controls during the handover.

Positive

• Extended notice period gives ~18 months for orderly transition before retirement in March 2027
• Planned interim role as Senior Vice President of Finance preserves institutional knowledge during succession
• Anticipated successor hiring in 2026 signals proactive succession planning rather than immediate vacancy

Negative

• No successor named in the filing, leaving timing and candidate quality uncertain
• Potential short-term execution risk if recruitment extends beyond the planned 2026 hiring window

Insights

Corporate Governance Analyst

Long notice period reduces transition risk but successor remains unspecified.

The planned move of the Chief Accounting Officer to Senior Vice President of Finance ahead of retirement creates an overlap intended to preserve institutional knowledge and continuity in financial reporting. A transition window through March 2027 provides time to recruit and onboard a successor expected in 2026.

Risks include the absence of a named successor and potential short-term workload concentration during recruitment. Investors should track the announcement of the successor and any changes to accounting or internal control responsibilities through the hiring process in 2026.

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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) September 17, 2025

Booking Holdings Inc.

(Exact name of registrant as specified in its charter)

Delaware

1-36691

06-1528493

(State or other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

800 Connecticut Avenue

Norwalk

Connecticut

06854

(Address of principal executive offices)

(zip code)

Registrant's telephone number, including area code: (203) 299-8000

N/A 

(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

Name of Each Exchange on which Registered:

Common Stock par value $0.008 per share

BKNG

The NASDAQ Global Select Market

4.000% Senior Notes Due 2026

BKNG 26

The NASDAQ Stock Market LLC

1.800% Senior Notes Due 2027

BKNG 27

The NASDAQ Stock Market LLC

0.500% Senior Notes Due 2028

BKNG 28

The NASDAQ Stock Market LLC

3.625% Senior Notes Due 2028

BKNG 28A

The NASDAQ Stock Market LLC

4.250% Senior Notes Due 2029

BKNG 29

The NASDAQ Stock Market LLC

3.500% Senior Notes Due 2029

BKNG 29A

The NASDAQ Stock Market LLC

3.125% Senior Notes Due 2031

BKNG 31A

The NASDAQ Stock Market LLC

4.500% Senior Notes Due 2031

BKNG 31

The NASDAQ Stock Market LLC

3.625% Senior Notes Due 2032

BKNG 32

The NASDAQ Stock Market LLC

3.250% Senior Notes Due 2032

BKNG 32A

The NASDAQ Stock Market LLC

4.125% Senior Notes Due 2033

BKNG 33

The NASDAQ Stock Market LLC

4.750% Senior Notes Due 2034

BKNG 34

The NASDAQ Stock Market LLC

3.750% Senior Notes Due 2036

BKNG 36

The NASDAQ Stock Market LLC

3.750% Senior Notes Due 2037

BKNG 37

The NASDAQ Stock Market LLC

4.125% Senior Notes Due 2038

BKNG 38

The NASDAQ Stock Market LLC

4.000% Senior Notes Due 2044

BKNG 44

The NASDAQ Stock Market LLC

3.875% Senior Notes Due 2045

BKNG 45

The NASDAQ Stock Market LLC

4.500% Senior Notes Due 2046

BKNG 46

The NASDAQ Stock Market LLC

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 5.02.              Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Retirement of Chief Accounting Officer and Controller

On September 17, 2025, Booking Holdings Inc. (the “Company”) announced that Susana D’Emic, the Company’s Chief Accounting Officer and Controller, intends to retire at the end of March 2027. In advance of that date, she will be transitioning to the role of Senior Vice President of Finance in connection with the expected hiring of her successor, which is anticipated in 2026.

SIGNATURES

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.

			BOOKING HOLDINGS INC.
			By:			/s/ Ewout L. Steenbergen
						Name:			Ewout L. Steenbergen
						Title:			Executive Vice President and Chief Financial Officer

Date:  September 19, 2025

FAQ

What did Booking Holdings (BKNG) announce about its Chief Accounting Officer?

The company announced that Susana D'Emic intends to retire at the end of March 2027 and will transition to Senior Vice President of Finance while a successor is hired.

When does Susana D'Emic plan to retire from Booking Holdings (BKNG)?

She intends to retire at the end of March 2027.

When does Booking Holdings expect to hire a successor for the CAO role?

The company anticipates hiring a successor in 2026.

Will Susana D'Emic remain with the company during the transition?

Yes. She will transition to the role of Senior Vice President of Finance in advance of her retirement to support the handover.

Does the filing name the successor to the Chief Accounting Officer?

No. The filing states a successor is expected in 2026 but does not name an individual.