Expedia (NASDAQ: EXPE) CLO settles PSUs, withholds 18,613 shares for tax
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Expedia Group, Inc. Chief Legal Officer and Secretary Robert J. Dzielak reported multiple equity award settlements and a related tax withholding on February 15, 2026. He exercised and settled performance stock units and restricted stock units into shares of common stock, including 42,192 shares from performance stock units that vested based on the company’s stock price performance.
Footnotes explain that the 2023 performance stock units were tied to the compound annual growth rate of Expedia’s stock over a period ending December 31, 2025 and vested at 200% of target, the maximum payout level. A separate transaction shows 18,613 shares of common stock withheld at a price of $212.67 per share to cover taxes due on restricted stock unit vesting, which is presented as a tax-withholding disposition rather than an open-market sale.
Positive
- None.
Negative
- None.
Insider Trade Summary
47,195 shares exercised/converted
Mixed
11 txns
Insider
Dzielak Robert J
Role
Chief Legal Officer & Sec'y
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Performance Stock Units | 42,192 | $0.00 | -- |
| Exercise | Restricted Stock Units | 717 | $0.00 | -- |
| Exercise | Restricted Stock Units | 1,319 | $0.00 | -- |
| Exercise | Restricted Stock Units | 1,422 | $0.00 | -- |
| Exercise | Restricted Stock Units | 1,545 | $0.00 | -- |
| Exercise | Common Stock | 42,192 | $0.00 | -- |
| Exercise | Common Stock | 1,545 | $0.00 | -- |
| Exercise | Common Stock | 1,422 | $0.00 | -- |
| Exercise | Common Stock | 1,319 | $0.00 | -- |
| Exercise | Common Stock | 717 | $0.00 | -- |
| Tax Withholding | Common Stock | 18,613 | $212.67 | $3.96M |
Holdings After Transaction:
Performance Stock Units — 0 shares (Direct);
Restricted Stock Units — 0 shares (Direct);
Common Stock — 124,315 shares (Direct)
Footnotes (1)
- Represents shares of Expedia Group, Inc. Common Stock withheld for payment of taxes due in connection with the vesting of restricted stock units. Represents the settlement of Performance Stock Units originally granted on March 14, 2023 (the "2023 PSUs"). The 2023 PSUs were subject to performance conditions based on the compound annual growth rate of the Company's stock price measured over an approximately three-year performance period ending December 31, 2025. Based on actual performance, the 2023 PSUs vested at 200% of the target number of PSUs, representing the maximum payout level. 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. 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. 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. 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.
FAQ
What insider transactions did Expedia (EXPE) report for Robert J. Dzielak?
Expedia reported that Chief Legal Officer Robert J. Dzielak settled performance stock units and restricted stock units into common stock on February 15, 2026, and had shares withheld to cover tax obligations related to these vesting equity awards.
How many Expedia (EXPE) performance stock units vested for Robert J. Dzielak?
The filing shows 42,192 shares of Expedia common stock issued from vested performance stock units granted in March 2023. These units vested based on stock price performance and settled at 200% of the original target award, which represents the maximum payout level.
What performance conditions applied to Robert J. Dzielak’s 2023 Expedia (EXPE) PSUs?
The 2023 performance stock units were tied to the compound annual growth rate of Expedia’s stock price over an approximately three-year period ending December 31, 2025. Based on actual performance, the award vested at 200% of the target number of units, the maximum level.
What is Robert J. Dzielak’s role at Expedia (EXPE) in this Form 4?
In this filing, Robert J. Dzielak is identified as Expedia Group’s Chief Legal Officer and Secretary. The reported transactions reflect his equity compensation activity, including vesting of performance stock units and restricted stock units and related share withholding for taxes.
How do Robert J. Dzielak’s restricted stock units at Expedia (EXPE) vest over time?
Footnotes describe quarterly vesting schedules where a fraction of restricted stock units vests on specific dates such as May 15, August 15, November 15, and February 15. These installments continue until each grant is fully vested according to its stated schedule through 2028.