Expedia (EXPE) CLO Dzielak nets shares after 4,631 RSUs vest and 1,850 withheld for taxes

Rhea-AI Filing Summary

Expedia Group, Inc. Chief Legal Officer & Sec'y Robert J. Dzielak exercised restricted stock units into common shares and settled related taxes using shares. He converted 4,631 restricted stock units into 4,631 shares of common stock, then had 1,850 shares withheld at a price of $228.37 per share to cover tax obligations upon vesting. After these transactions, he directly owns 105,261 shares of Expedia common stock. The filing shows a routine compensation-related equity vesting and tax withholding, with no open‑market stock sale.

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^*

Dzielak Robert J

(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 Legal Officer & Sec'y

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

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	03/15/2026		M		4,631	A	$0.0000	107,111	D
Common Stock	03/15/2026		F(1)		1,850	D	$228.37	105,261	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	03/15/2026		M			4,631	03/15/2025(2)	03/15/2027	Common Stock	4,631	$0.0000	4,632	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-third of the total number of restricted stock units ("RSUs") vests on the first vesting date and an additional one-third on each anniversary thereafter until the RSUs are fully vested.

	/s/ Michael S. Marron, Attorney-in-fact	03/16/2026
	** 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.
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 transaction did Expedia Group (EXPE) report for Robert J. Dzielak?

Expedia Group reported that Chief Legal Officer & Sec'y Robert J. Dzielak exercised 4,631 restricted stock units into common stock. As part of this vesting event, 1,850 shares were withheld to satisfy tax obligations, leaving him with 105,261 directly held shares.

Did the Expedia (EXPE) insider transaction involve an open-market stock sale?

The transaction did not involve an open-market sale. Shares were issued from vested restricted stock units, and 1,850 shares were withheld at $228.37 per share to pay taxes, a standard non-market mechanism rather than a discretionary sale into the market.

How many Expedia (EXPE) shares does Robert J. Dzielak hold after this Form 4?

After the reported equity vesting and tax withholding, Robert J. Dzielak directly owns 105,261 shares of Expedia common stock. This reflects the net position following conversion of 4,631 restricted stock units and the withholding of 1,850 shares for tax payments.

What do the restricted stock unit (RSU) footnotes say in the Expedia (EXPE) filing?

The footnotes explain that 1,850 Expedia shares were withheld to pay taxes due upon RSU vesting. They also state that one-third of the RSUs vest on the first vesting date, with additional one-third portions vesting on each anniversary until fully vested.

Is the Expedia (EXPE) Form 4 transaction a routine compensation event?

Yes. The Form 4 shows RSUs converting into common stock and share withholding to cover taxes, which are typical compensation-related events. There is no indication of discretionary buying or selling, and no remaining derivative positions are reported after this vesting.