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Global Business Travel CFO's shares convert at $9.50

The merger terms converted common shares and equity awards into cash rights using a $9.50 per-share amount.

(Neutral)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
4

Rhea-AI Filing Summary

Global Business Travel Group, Inc. Chief Financial Officer Karen A. Williams reported merger transactions on September 29, 2026. The merger converted 97,072 Class A shares to cash rights at $9.50 per share and canceled 451,598 restricted stock units and 236,503 performance stock units for cash rights at that price, without interest and subject to applicable withholding taxes. Williams also reported deemed acquisition of 236,503 unvested PSU shares, based on the greater of target or actual performance shares.

Insider Williams Karen A
Role Chief Financial Officer
Type Security Shares Price Value
Disposition Class A Common Stock F1, F2 97,072 -- --
Disposition Class A Common Stock F3 451,598 -- --
Grant/Award Class A Common Stock F4 236,503 $0.00 $0.00
Disposition Class A Common Stock F5 236,503 -- --
Holdings After Transaction: Class A Common Stock — 0 shares (Direct)
Footnotes (5)
  1. F1. Includes shares acquired under the Issuer's Employee Stock Purchase Plan on August 14, 2026.
  2. F2. On September 29, 2026, pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated May 2, 2026, by and among the Issuer, Gaia Purchaser, Inc. ("Parent") and Gaia Merger Sub, Inc., a wholly owned subsidiary of Parent, the Issuer became a wholly owned subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), pursuant to the Merger Agreement, each share of Class A common stock, par value $0.0001 per share, of the Issuer ("Company Common Stock") held by the reporting person as of immediately prior to the Effective Time was automatically cancelled and converted into the right to receive cash in an amount equal to $9.50, without interest thereon (the "Per Share Price").
  3. F3. As of immediately prior to the Effective Time, pursuant to the Merger Agreement, each award of restricted stock units of the Issuer (a "Company RSU") that was outstanding as of immediately prior to the Effective Time was automatically cancelled and converted into the right to receive an amount in cash, without interest and subject to applicable withholding taxes, equal to the product of (i) the Per Share Price and (ii) the total number of shares of Company Common Stock subject to such Company RSU as of immediately prior to the Effective Time.
  4. F4. Represents a deemed acquisition of shares of Company Common Stock underlying each award of performance stock units of the Issuer (a "Company PSU") held by the reporting person that was unvested and outstanding as of immediately prior to the Effective Time based on the attainment of the applicable performance metrics at the greater of (i) the target number of shares of Company Common Stock subject to such Company PSU as of immediately prior to the Effective Time and (ii) the number of shares of Company Common Stock to be earned based on actual achievement of the performance criteria set forth in the applicable award agreement as of immediately prior to the Effective Time.
  5. F5. As of immediately prior to the Effective Time, each Company PSU that was outstanding as of immediately prior to the Effective Time was automatically cancelled and converted into the right to receive an amount in cash, without interest and subject to applicable withholding taxes, equal to the product of (A) the Per Share Price and (B) the greater of (i) the target number of shares of Company Common Stock subject to such Company PSU as of immediately prior to the Effective Time and (ii) the number of shares of Company Common Stock to be earned based on actual achievement of the performance criteria set forth in the applicable award agreement as of immediately prior to the Effective Time.
Class A shares converted 97,072 shares Merger transaction dated September 29, 2026
Per Share Price $9.50 per share Merger cash rights for Class A shares and equity awards
Restricted stock units canceled 451,598 shares Converted into merger cash rights on September 29, 2026
Performance stock units canceled 236,503 shares Converted into merger cash rights on September 29, 2026
Deemed acquisition of performance stock unit shares 236,503 shares Based on the greater of target shares or shares earned under performance criteria
Employee Stock Purchase Plan financial
"shares acquired under the Issuer's Employee Stock Purchase Plan"
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
restricted stock units financial
"each award of restricted stock units of the Issuer"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
performance stock units financial
"each award of performance stock units of the Issuer"
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
Effective Time technical
"At the effective time of the Merger (the "Effective Time")"
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What GBTG shares did Karen A. Williams report in the merger?

The merger converted 97,072 Class A shares into a cash right at $9.50 per share. The reported share count includes shares acquired under the issuer’s Employee Stock Purchase Plan on August 14, 2026.

How were Karen A. Williams’s GBTG RSUs and PSUs settled?

The merger canceled 451,598 restricted stock units and 236,503 performance stock units and converted each award into a cash right based on the $9.50 Per Share Price multiplied by the shares subject to the award. The amounts were payable without interest and subject to applicable withholding taxes.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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
X
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*
Williams Karen A

(Last)(First)(Middle)
C/O GLOBAL BUSINESS TRAVEL GROUP, INC.
666 THIRD AVENUE

(Street)
NEW YORK NEW YORK 10017

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Global Business Travel Group, Inc. [ GBTG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/29/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock09/29/2026D97,072(1)D(2)451,598D
Class A Common Stock09/29/2026D451,598D(3)0D
Class A Common Stock09/29/2026A236,503(4)A$0236,503D
Class A Common Stock09/29/2026D236,503D(5)0D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Includes shares acquired under the Issuer's Employee Stock Purchase Plan on August 14, 2026.
2. On September 29, 2026, pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated May 2, 2026, by and among the Issuer, Gaia Purchaser, Inc. ("Parent") and Gaia Merger Sub, Inc., a wholly owned subsidiary of Parent, the Issuer became a wholly owned subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), pursuant to the Merger Agreement, each share of Class A common stock, par value $0.0001 per share, of the Issuer ("Company Common Stock") held by the reporting person as of immediately prior to the Effective Time was automatically cancelled and converted into the right to receive cash in an amount equal to $9.50, without interest thereon (the "Per Share Price").
3. As of immediately prior to the Effective Time, pursuant to the Merger Agreement, each award of restricted stock units of the Issuer (a "Company RSU") that was outstanding as of immediately prior to the Effective Time was automatically cancelled and converted into the right to receive an amount in cash, without interest and subject to applicable withholding taxes, equal to the product of (i) the Per Share Price and (ii) the total number of shares of Company Common Stock subject to such Company RSU as of immediately prior to the Effective Time.
4. Represents a deemed acquisition of shares of Company Common Stock underlying each award of performance stock units of the Issuer (a "Company PSU") held by the reporting person that was unvested and outstanding as of immediately prior to the Effective Time based on the attainment of the applicable performance metrics at the greater of (i) the target number of shares of Company Common Stock subject to such Company PSU as of immediately prior to the Effective Time and (ii) the number of shares of Company Common Stock to be earned based on actual achievement of the performance criteria set forth in the applicable award agreement as of immediately prior to the Effective Time.
5. As of immediately prior to the Effective Time, each Company PSU that was outstanding as of immediately prior to the Effective Time was automatically cancelled and converted into the right to receive an amount in cash, without interest and subject to applicable withholding taxes, equal to the product of (A) the Per Share Price and (B) the greater of (i) the target number of shares of Company Common Stock subject to such Company PSU as of immediately prior to the Effective Time and (ii) the number of shares of Company Common Stock to be earned based on actual achievement of the performance criteria set forth in the applicable award agreement as of immediately prior to the Effective Time.
Jennifer Giampietro, as Attorney-in-Fact09/29/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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