Every 8-K that TripAdvisor, Inc. (TRIP) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow TRIP and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full TRIP filings page.
Tripadvisor, Inc. reported second quarter 2026 results from continuing operations and highlighted a pending divestiture. The company agreed to sell TheFork, its European restaurant platform, to American Express Travel Related Services Company, Inc. for $700.0 million in cash, subject to adjustments and regulatory approvals, with closing expected by the end of 2026. TheFork is now classified as discontinued operations, leaving Experiences and Hotels and Other as the remaining segments.
For the quarter ended June 30, 2026, revenue from continuing operations was $441.9 million, down 7% year-over-year. Experiences revenue grew to $278.6 million (up 3%), while Hotels and Other declined to $163.3 million (down 21%). GAAP net income from continuing operations was $22.8 million with diluted EPS of $0.19; non-GAAP net income was $41.0 million with non-GAAP diluted EPS of $0.35. Adjusted EBITDA was $76.4 million, or 17.3% of revenue. Cash from operating activities from continuing operations was $141.2 million and free cash flow was $129.8 million. As of June 30, 2026, cash and cash equivalents from continuing operations were $843.2 million, after using $345.4 million on April 1, 2026 to fully repay the company’s 2026 Senior Notes.
Tripadvisor, Inc. agreed to sell its European online restaurant reservation and management platform TheFork to American Express Travel Related Services Company, Inc. for $700 million in cash under an Equity Purchase Agreement, subject to required regulatory approvals, including antitrust clearances in applicable European jurisdictions, and other customary closing conditions.
The company exercised a previously granted put option after completing the mandatory French Works Council consultation process, and it expects the transaction to close by the end of 2026. Until closing, Tripadvisor must operate TheFork in the ordinary course and has agreed to exclusivity, refraining from soliciting alternative offers for the business. If the deal is validly terminated because regulatory or antitrust clearances are not obtained while other conditions are satisfied, the buyer must pay Tripadvisor a $35,000,000 reverse termination fee.
Tripadvisor, Inc. reported results of its annual meeting of stockholders held on June 29, 2026. Stockholders present by proxy represented 89,378,900 shares of common stock, each entitled to one vote. Ten director nominees, including Laura Bisesto, Matthew Goldberg, and Robert S. Wiesenthal, were each elected to one-year terms based on the vote totals reported.
Stockholders also voted on the appointment of KPMG LLP as the company’s independent registered public accounting firm for the year ending December 31, 2026. This proposal received 87,665,400 votes for, 1,623,170 votes against, and 90,330 abstentions, and was ratified.
Tripadvisor, Inc. has agreed to sell TheFork, its European online restaurant reservation and management platform, to American Express for $700 million in an all-cash transaction. The deal is structured through a put option agreement that allows Tripadvisor to require American Express to acquire the business under a detailed equity purchase agreement.
The agreement cannot be signed until completion of the French Works Council consultation for LaFourchette SAS, and closing will also depend on required regulatory approvals and other customary conditions. The transaction is currently expected to be completed by the end of 2026. Tripadvisor expects net proceeds to be close to gross proceeds and highlights that the sale should support capital returns, balance sheet strength, and investment in its Experiences strategy.
Tripadvisor, Inc. reported a weaker first quarter of 2026, with revenue of $382.4 million, down 4% from $398.2 million a year earlier. The company recorded a GAAP net loss of $32.4 million, or $(0.28) per diluted share, compared to a $11.0 million loss, reflecting higher net losses despite modest cost reductions.
Non-GAAP net loss was $13.1 million, or $(0.11) per diluted share, versus non-GAAP net income of $20.9 million a year ago. Adjusted EBITDA fell to $22.1 million, or 5.8% of revenue, from $43.8 million, showing a sharp profitability decline.
Segment trends were mixed. Experiences revenue grew 8% to $167.9 million and TheFork revenue rose 23% to $57.3 million, while Hotels and Other revenue declined 20% to $157.9 million. Experiences remained loss-making on an Adjusted EBITDA basis. Cash flow from operating activities improved to $117.8 million and free cash flow rose to $101.3 million. Cash and cash equivalents increased to $1.12 billion as of March 31, 2026, and on April 1 the company used $345.4 million of cash to fully repay its 0.25% Convertible Senior Notes due 2026.
Tripadvisor, Inc. has fully repaid its 0.25% Convertible Senior Notes due 2026 at maturity. The company paid $345.4 million, covering principal and accrued interest, using cash on hand, which removes this debt from its balance sheet.
No holders chose to convert the notes, so no new equity was issued and existing shareholders were not diluted. The notes were originally issued in March 2021 in a private offering to qualified institutional buyers with an aggregate principal amount of $345.0 million and a stated maturity date of April 1, 2026.
Tripadvisor, Inc. announced that Chief Legal Officer and Secretary Seth Kalvert will leave his role effective May 1, 2026. His departure will be treated as a Qualifying Termination under the company’s Amended and Restated Executive Severance Plan. The company states his exit is not due to any disagreement over operations, policies, or practices, and notes he may continue in an advisory capacity for a transition period under mutually agreed terms.
Tripadvisor, Inc. entered into a cooperation agreement with activist investor Starboard Value LP that reshapes its board and shareholder rights. The company will expand its Board of Directors from eight to ten members and has appointed Dhiren R. Fonseca and Andrew F. Cates as directors effective immediately, with plans to nominate them for election at the 2026 annual meeting.
Starboard will recommend two additional director candidates for election at the 2026 annual meeting, and in return has agreed to vote its shares for Tripadvisor’s slate and to observe customary standstill and voting commitments through a defined standstill period. Tripadvisor also adopted amended and restated bylaws to allow stockholder action by written consent and to permit stockholders to cause the company to call special meetings, enhancing shareholder participation in corporate decisions.
Tripadvisor, Inc. reported that Board Chair Greg B. Maffei and director Albert E. Rosenthaler have notified the company that they will not stand for re-election at the 2026 Annual Meeting of Shareholders. Both directors are effectively retiring from the Board at the end of their current terms.
The company states that their decisions are not due to any disagreement with Tripadvisor regarding operations, policies, or practices. The Board and the company expressed appreciation for their insights, perspectives, and commitment during their service.
Tripadvisor, Inc. filed a report describing its response to public statements from activist investor Starboard Value LP, which has announced its intention to nominate a slate of director candidates for election to the Board at the 2026 Annual Meeting of Stockholders.
The company states that its Board and management regularly engage with investors and have held numerous discussions with Starboard. Tripadvisor highlights recent strategic steps, including a November 2025 realignment of its operating model around Experiences, a significant cost reduction program, and an announced process on February 12, 2026 to explore monetization of its TheFork business.
Tripadvisor reiterates that the Board and management are focused on pursuing avenues to enhance value for all shareholders and emphasizes ongoing execution of its strategic priorities, while including standard forward-looking statement cautions about risks and uncertainties.
Tripadvisor reported 2025 results showing modest growth and a major shift in its business mix. Full-year revenue was $1,891 million, up 3%, while fourth-quarter revenue was $411 million, flat year-over-year. GAAP net income for the year was $40 million, or $0.31 diluted EPS, but the fourth quarter showed a net loss of $38 million, or ($0.33) per diluted share.
The Experiences segment generated $924 million of revenue, up 10%, and management noted that marketplace businesses, particularly Experiences, contributed nearly 50% of Group revenue and 30% of Group profit. Hotels and Other revenue fell 8% to $750 million, while TheFork revenue rose 22% to $221 million. Adjusted EBITDA was $319 million, or 16.9% of revenue, down from $339 million. The company is realigning into three segments—Experiences, Hotels and Other, and TheFork—and initiated cost-saving actions targeting at least $85 million in annualized gross savings, incurring $33 million of related restructuring costs in Q4 and expecting about $4 million more in early 2026.
Tripadvisor ended 2025 with $1.0 billion in cash and cash equivalents and plans to use $345 million to repay its 2026 Senior Notes due April 1, 2026. In 2025 it repurchased 6,105,262 shares for $90 million, with $110 million remaining under its buyback program, and continues to explore strategic alternatives for TheFork.
Tripadvisor, Inc. (TRIP) announced a realignment of its operating model to support an experiences-led and AI-enabled strategy, including a reduction of its global workforce. The company expects at least $85 million in annualized gross cost savings, with the majority realized in 2026 and fully realized by 2027.
Tripadvisor estimates $35 million to $40 million in charges tied mainly to severance, benefits, and related costs, with most incurred in the fourth quarter of 2025 and the remainder in 2026. The company also furnished preliminary results for the three and nine months ended September 30, 2025. Separately, Greg O’Hara resigned from the Board on November 3, 2025 (not due to a disagreement), and Alex Dichter was appointed to the Board on November 5, 2025; he will receive standard non‑employee director compensation.