Expedia (EXPE) Insider Form 4: RSUs Vest, 277-Share Tax Withholding Sale

Rhea-AI Filing Summary

Insider transactions by Lance A. Soliday (SVP & Chief Accounting Officer) at Expedia Group, Inc. (EXPE) show multiple restricted stock unit (RSU) vesting events on 08/15/2025 and a small tax-withholding disposition. The filing reports four separate RSU-related acquisitions (180, 253, 330, 366 RSUs) recognized as vested and converted to shares, increasing his recorded beneficial ownership in stages to totals reported per grant: 358, 1,978, 2,524 and 3,657 shares respectively. Additionally, 277 shares were disposed of to satisfy tax withholding obligations at a reported price of $207.20 per share, leaving 12,888 shares beneficially owned after the transactions. All reported securities are held directly.

Insights

Financial Analyst

TL;DR: Routine executive RSU vesting with a small tax-withholding sale; no material change to ownership percent or corporate control.

The Form 4 discloses scheduled vesting of multiple RSU tranches that converted into common shares on 08/15/2025. The vesting cadence is consistent with previously disclosed schedules (quarterly vesting across multi-year schedules). A disposition of 277 shares at $207.20 per share was executed solely to cover tax obligations, a common practice that does not signal a strategic sale. Quantities involved are modest relative to institutional holdings and do not indicate a change in control or material dilution.

Corporate Governance Expert

TL;DR: Governance signals are routine: standard vesting mechanics and tax withholding; filings are timely and comply with Section 16 reporting.

The report documents standard equity compensation mechanics: four granted RSU tranches vesting according to prior schedules and a tax-withholding disposition. The statement confirms direct ownership form and uses an attorney-in-fact signature, consistent with practice. No departures from expected governance or disclosure norms are evident in the filing.

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^*

Soliday Lance A

(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)
	SVP & Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

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	08/15/2025		M		366	A	$0.0000	12,402	D
Common Stock	08/15/2025		M		330	A	$0.0000	12,732	D
Common Stock	08/15/2025		M		253	A	$0.0000	12,985	D
Common Stock	08/15/2025		M		180	A	$0.0000	13,165	D
Common Stock	08/15/2025		F(1)		277	D	$207.2	12,888	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	08/15/2025		M			180	05/15/2022(2)	02/15/2026	Common Stock	180	$0.0000	358	D
Restricted Stock Units	$0.0000	08/15/2025		M			330	05/15/2023(3)	02/15/2027	Common Stock	330	$0.0000	1,978	D
Restricted Stock Units	$0.0000	08/15/2025		M			253	05/15/2024(4)	02/15/2028	Common Stock	253	$0.0000	2,524	D
Restricted Stock Units	$0.0000	08/15/2025		M			366	05/15/2025(5)	02/15/2028	Common Stock	366	$0.0000	3,657	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-sixteenth of the total number of restricted stock units vests on May 15, 2022 and an additional one-sixteenth on the fifteenth day of the second month in each quarter thereafter until fully vested.

3. Date at which first vesting occurs is indicated. One-sixteenth of the total number of restricted stock units vests on May 15, 2023 and an additional one-sixteenth on the fifteenth day of the second month in each quarter thereafter until fully vested.

4. Date at which first vesting occurs is indicated. One-sixteenth of the total number of restricted stock units vests on May 15, 2024 and an additional one-sixteenth on the fifteenth day of the second month in each quarter thereafter until fully vested.

5. 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	08/19/2025
	** 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).
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FAQ

What did EXPE insider Lance Soliday report on Form 4 dated 08/15/2025?

He reported RSU vesting converting to common shares and a 277-share disposition to cover taxes at $207.20 per share.

How many RSU-derived shares were recorded as beneficially owned following the transactions?

Reported beneficial ownership totals by grant: 358, 1,978, 2,524, and 3,657 shares for the respective RSU tranches; aggregate direct holdings shown as 12,888 shares after the tax sale.

Were the transactions reported as acquisitions or dispositions?

RSU conversions were reported as acquisitions (Code M). The tax withholding sale was reported as a disposition (Code F(1)) of 277 shares.

Does the Form 4 indicate any change in control or large insider selling?

No. The filing shows routine vesting and a small withholding sale; there is no indication of a change in control or large, unusual insider selling.

Are the reported RSUs subject to a vesting schedule?

Yes. The filing states multi-year vesting: quarterly or monthly vesting schedules with final vesting by February 15, 2028 for later grants.