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Booking Holdings (BKNG) CEO discloses 10b5-1 common stock sales

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Booking Holdings Inc. reported that its CEO, President and director, Mr. Fogel, sold multiple small blocks of common stock on December 15, 2025. The transactions were reported on a Form 4 filed for one reporting person and were made under a Rule 10b5-1(c) sales plan adopted on December 9, 2024.

The filing lists numerous sales of between 10 and 60 shares each at per-share prices such as $5,362.05 and $5,444.7392. After completing these trades, Mr. Fogel directly beneficially owned 21,010 shares of Booking Holdings common stock. The report is described as the first of two filings covering his transactions on December 15, 2025.

Positive

  • None.

Negative

  • None.
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).
X
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*
Fogel Glenn D

(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO AND PRESIDENT
3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025
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) 12/15/2025(2) S 20 D $5,362.05 21,561 D
Common Stock(1) 12/15/2025 S 10 D $5,368.93 21,551 D
Common Stock(1) 12/15/2025 S 20 D $5,370.88 21,531 D
Common Stock(1) 12/15/2025 S 10 D $5,375.33 21,521 D
Common Stock(1)(3) 12/15/2025 S 20 D $5,377.905 21,501 D
Common Stock(1)(4) 12/15/2025 S 20 D $5,381.115 21,481 D
Common Stock(1) 12/15/2025 S 20 D $5,385.93 21,461 D
Common Stock(1)(5) 12/15/2025 S 20 D $5,388.735 21,441 D
Common Stock(1)(6) 12/15/2025 S 20 D $5,399.255 21,421 D
Common Stock(1) 12/15/2025 S 10 D $5,401.53 21,411 D
Common Stock(1) 12/15/2025 S 10 D $5,404.07 21,401 D
Common Stock(1) 12/15/2025 S 10 D $5,405.21 21,391 D
Common Stock(1) 12/15/2025 S 10 D $5,407.9 21,381 D
Common Stock(1)(7) 12/15/2025 S 20 D $5,409.245 21,361 D
Common Stock(1)(8) 12/15/2025 S 20 D $5,411.38 21,341 D
Common Stock(1) 12/15/2025 S 10 D $5,412.56 21,331 D
Common Stock(1)(9) 12/15/2025 S 40 D $5,418.945 21,291 D
Common Stock(1) 12/15/2025 S 10 D $5,422.91 21,281 D
Common Stock(1)(10) 12/15/2025 S 19 D $5,424.8963 21,262 D
Common Stock(1)(11) 12/15/2025 S 20 D $5,426.75 21,242 D
Common Stock(1) 12/15/2025 S 10 D $5,428.17 21,232 D
Common Stock(1) 12/15/2025 S 10 D $5,430.87 21,222 D
Common Stock(1)(12) 12/15/2025 S 19 D $5,432.1311 21,203 D
Common Stock(1) 12/15/2025 S 20 D $5,434.57 21,183 D
Common Stock(1)(13) 12/15/2025 S 20 D $5,436.44 21,163 D
Common Stock(1)(14) 12/15/2025 S 60 D $5,438.4517 21,103 D
Common Stock(1)(15) 12/15/2025 S 30 D $5,439.68 21,073 D
Common Stock(1)(16) 12/15/2025 S 20 D $5,441.74 21,053 D
Common Stock(1)(17) 12/15/2025 S 30 D $5,442.66 21,023 D
Common Stock(1)(18) 12/15/2025 S 13 D $5,444.7392 21,010 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. The 10b5-1(c) sales plan was adopted on December 9, 2024.
2. The report is the first of two Form 4s filed to report Mr. Fogel's transactions on December 15, 2025.
3. Represents the weighted average sales price. The range of prices received for the reported transactions was $5,377.82 - $5,377.99. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.
4. Represents the weighted average sales price. The range of prices received for the reported transactions was $5,380.93 - $5,381.30. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.
5. Represents the weighted average sales price. The range of prices received for the reported transactions was $5,388.72 - $5,388.75. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.
6. Represents the weighted average sales price. The range of prices received for the reported transactions was $5,399.02 - $5,399.49. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.
7. Represents the weighted average sales price. The range of prices received for the reported transactions was $5,409.00 - $5,409.49. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.
8. Represents the weighted average sales price. The range of prices received for the reported transactions was $5,410.95 - $5,411.81. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.
9. Represents the weighted average sales price. The range of prices received for the reported transactions was $5,418.38 - $5,419.28. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.
10. Represents the weighted average sales price. The range of prices received for the reported transactions was $5,424.65 - $5,425.17. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.
11. Represents the weighted average sales price. The range of prices received for the reported transactions was $5,426.38 - $5,427.12. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.
12. Represents the weighted average sales price. The range of prices received for the reported transactions was $5,431.97 - $5,432.31. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.
13. Represents the weighted average sales price. The range of prices received for the reported transactions was $5,436.42 - $5,436.46. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.
14. Represents the weighted average sales price. The range of prices received for the reported transactions was $5,437.94 - $5,438.86. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.
15. Represents the weighted average sales price. The range of prices received for the reported transactions was $5,439.46 - $5,440.06. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.
16. Represents the weighted average sales price. The range of prices received for the reported transactions was $5,441.31 - $5,442.17. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.
17. Represents the weighted average sales price. The range of prices received for the reported transactions was $5,442.34 - $5,443.21. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.
18. Represents the weighted average sales price. The range of prices received for the reported transactions was $5,444.17 - $5,444.91. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.
/s/ Vijay Iyer, Attorney-in-Fact 12/16/2025
** 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.
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.

FAQ

What insider stock transactions did Booking Holdings (BKNG) report for its CEO?

Booking Holdings reported that its CEO, President and director, Mr. Fogel, sold multiple small blocks of common stock on December 15, 2025, as disclosed in a Form 4.

On what date did the Booking Holdings (BKNG) CEO sell shares and under what plan?

The reported sales occurred on December 15, 2025 and were made pursuant to a Rule 10b5-1(c) sales plan that was adopted on December 9, 2024.

How many Booking Holdings (BKNG) shares does the CEO own after these transactions?

After the reported sales, Mr. Fogel directly beneficially owned 21,010 shares of Booking Holdings common stock.

What were some of the prices for the Booking Holdings (BKNG) CEO’s stock sales?

The Form 4 lists multiple sales at different prices, including trades at $5,362.05, $5,377.905, $5,438.4517 and $5,444.7392 per share.

How large were the individual stock sale transactions reported for Booking Holdings (BKNG)?

The filing shows numerous small transactions, with each sale involving between 10 and 60 shares of Booking Holdings common stock.

Is this the only report covering the Booking Holdings CEO’s trades on December 15, 2025?

No. The explanation states that this Form 4 is the first of two reports filed to disclose Mr. Fogel's transactions on December 15, 2025.

Booking Holdings

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174.29B
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