Booking Holdings (NASDAQ: BKNG) GC gets stock awards, withholds shares for tax

Rhea-AI Filing Summary

Booking Holdings Inc. executive vice president and general counsel Peter J. Millones reported a mix of equity awards and tax-related share dispositions. On March 2, 2026, he acquired 4,294 shares of common stock as a grant or award. On March 4, 2026, he acquired an additional 722 shares as a restricted stock unit grant and had 1,950 shares and 333 shares withheld to cover tax obligations tied to the vesting of performance share units and restricted stock units. Following these transactions, he directly owned 18,781–21,064 shares of Booking common stock at different points disclosed in the filing.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider MILLONES PETER J

Role EXECUTIVE VP, GENERAL COUNSEL

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	1,950	$4,153.87	$8.10M
Tax Withholding	Common Stock	333	$4,153.87	$1.38M
Grant/Award	Common Stock	722	$0.00	--
Grant/Award	Common Stock	4,294	$0.00	--

Holdings After Transaction: Common Stock — 19,114 shares (Direct)

Footnotes (1)

1. Represents the number of shares of common stock underlying a performance share unit award that was granted on March 4, 2023, for which the performance goals were achieved on March 2, 2026, and vested on March 4, 2026. On March 4, 2026, 1,950 shares were withheld to satisfy certain tax withholding obligations related to the vesting of performance share units. On March 4, 2026, 333 shares were withheld to satisfy certain tax withholding obligations related to the vesting of restricted stock units. Represents a grant of restricted stock units. Subject to continued service, the shares will vest in installments between the grant date and March 4, 2029, or earlier, upon the occurrence of certain events specified in the reporting person's restricted stock unit award agreement.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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^*

MILLONES PETER J

(Last) (First) (Middle)

BOOKING HOLDINGS INC.

800 CONNECTICUT AVENUE

(Street)

NORWALK CT 06854

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Booking Holdings Inc. [ BKNG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EXECUTIVE VP, GENERAL COUNSEL

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	03/02/2026		A		4,294	A	$0	21,064	D
Common Stock(2)	03/04/2026		F		1,950	D	$4,153.87	19,114	D
Common Stock(3)	03/04/2026		F		333	D	$4,153.87	18,781	D
Common Stock(4)	03/04/2026		A		722	A	$0	19,503	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the number of shares of common stock underlying a performance share unit award that was granted on March 4, 2023, for which the performance goals were achieved on March 2, 2026, and vested on March 4, 2026.

2. On March 4, 2026, 1,950 shares were withheld to satisfy certain tax withholding obligations related to the vesting of performance share units.

3. On March 4, 2026, 333 shares were withheld to satisfy certain tax withholding obligations related to the vesting of restricted stock units.

4. Represents a grant of restricted stock units. Subject to continued service, the shares will vest in installments between the grant date and March 4, 2029, or earlier, upon the occurrence of certain events specified in the reporting person's restricted stock unit award agreement.

	/s/ Vijay Iyer, Attorney-in-Fact	03/04/2026
	** Signature of Reporting Person	Date
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.
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FAQ

What insider transactions did BKNG executive Peter J. Millones report?

Peter J. Millones reported equity grants and tax-related share dispositions. He received common stock through award grants and had shares withheld to satisfy tax obligations arising from vesting performance share units and restricted stock units, all recorded as direct ownership changes.

How many Booking Holdings (BKNG) shares were granted to Peter J. Millones?

He acquired 4,294 shares of Booking common stock on March 2, 2026, and 722 additional shares on March 4, 2026, both recorded as grant or award acquisitions, increasing his directly owned equity stake in the company according to the filing details.

Why were some BKNG shares disposed of in Peter J. Millones’ Form 4?

The filing shows 1,950 shares and 333 shares of Booking common stock were withheld on March 4, 2026 to satisfy tax withholding obligations related to the vesting of performance share units and restricted stock units, rather than open-market sales.

What do the performance share unit details mean in the BKNG Form 4?

One footnote explains a performance share unit award granted March 4, 2023 achieved its performance goals on March 2, 2026 and vested March 4, 2026. The underlying shares became common stock, contributing to Millones’ reported acquisitions and related tax-withholding dispositions.

What is the vesting schedule for the new restricted stock units at Booking Holdings (BKNG)?

The restricted stock unit grant reported for March 4, 2026 will vest in installments between the grant date and March 4, 2029, subject to continued service or earlier vesting upon certain events defined in the restricted stock unit award agreement.

Were Peter J. Millones’ BKNG share dispositions open-market sales?

The dispositions are coded as tax-withholding transactions. The filing states that 1,950 and 333 shares were withheld on March 4, 2026 to cover tax obligations from vesting equity awards, rather than representing discretionary open-market share sales.