Expedia (EXPE) CFO sees RSUs vest and 942 shares withheld for tax

Rhea-AI Filing Summary

Expedia Group, Inc. Chief Financial Officer Scott F. Schenkel reported equity award activity involving restricted stock units and related common stock. On February 15, 2026, 2,359 restricted stock units were converted into 2,359 shares of common stock at a stated price of $0.00 per share. On the same date, 942 shares of common stock at $212.67 per share were withheld to cover taxes due in connection with the RSU vesting, leaving Schenkel with 24,763 directly held common shares.

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

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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^*

Schenkel Scott F.

(Last) (First) (Middle)

C/O EXPEDIA GROUP, INC.

1111 EXPEDIA GROUP WAY W.

(Street)

SEATTLE WA 98119

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Expedia Group, Inc. [ EXPE ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026

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	02/15/2026		M		2,359	A	$0.0000	25,705	D
Common Stock	02/15/2026		F(1)		942	D	$212.67	24,763	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
Restricted Stock Units	$0.0000	02/15/2026		M			2,359	05/15/2025(2)	02/15/2028	Common Stock	2,359	$0.0000	18,875	D

Explanation of Responses:

1. Represents shares of Expedia Group, Inc. Common Stock withheld for payment of taxes due in connection with the vesting of restricted stock units.

2. Date at which first vesting occurs is indicated. One-twelfth (1/12th) of the total RSUs vests on May 15, 2025, with an additional one-twelfth (1/12th) vesting quarterly thereafter on each August 15, November 15, February 15, and May 15, until fully vested on February 15, 2028.

	/s/ Michael S. Marron, Attorney-in-fact	02/18/2026
	** Signature of Reporting Person	Date
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FAQ

What insider activity did Expedia Group (EXPE) report for Scott F. Schenkel?

Expedia Group reported that CFO Scott F. Schenkel had 2,359 restricted stock units convert into common shares, with 942 shares withheld for taxes. These transactions reflect equity award vesting and tax withholding rather than an open-market stock purchase or sale.

How many Expedia Group (EXPE) shares were acquired through RSU conversion?

Scott F. Schenkel acquired 2,359 Expedia Group common shares through the exercise or conversion of restricted stock units. This RSU vesting increased his direct common stock holdings before tax withholding reduced the total shares he retained afterward.

At what price were Expedia Group (EXPE) shares withheld for taxes?

A total of 942 Expedia Group common shares were withheld for taxes at a price of $212.67 per share. This tax-withholding disposition covered the liability arising from the vesting of Schenkel’s restricted stock units on February 15, 2026.

Did the Expedia Group (EXPE) CFO make an open-market stock sale?

The reported disposition of 942 Expedia Group shares was for tax withholding, not an open-market sale. Shares were delivered to cover taxes due on restricted stock unit vesting, as described in the filing’s transaction code and accompanying footnote.

How many Expedia Group (EXPE) shares does Scott F. Schenkel hold after these transactions?

Following the February 15, 2026 transactions, Scott F. Schenkel directly holds 24,763 Expedia Group common shares. This reflects RSU conversion into common stock and the subsequent withholding of some shares to satisfy associated tax obligations.

What does the vesting schedule footnote for Expedia Group (EXPE) RSUs describe?

The footnote explains that one-twelfth of the total restricted stock units vests on May 15, 2025, with additional one-twelfth portions vesting quarterly on specified dates, continuing until the award is fully vested on February 15, 2028.