TRIP insider settles RSUs, withholds 632 shares for taxes

Rhea-AI Filing Summary

Tripadvisor, Inc. (TRIP) reported an insider transaction. A company officer settled 1,306 restricted stock units into common shares on 10/31/2025 (code M) and had 632 shares withheld to cover taxes (code F), both at a reference price of $16.19. Following these transactions, the officer directly owns 98,743 common shares and holds 5,224 RSUs outstanding.

Insider Trade Summary

1,306 shares exercised/converted

Mixed 3 txns

Insider Dalton Kristen Ann

Role President, Brand Tripadvisor

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	1,306	$0.00	--
Exercise	Common Stock	1,306	$16.19	$21K
Tax Withholding	Common Stock	632	$16.19	$10K

Holdings After Transaction: Restricted Stock Units — 5,224 shares (Direct); Common Stock — 99,375 shares (Direct)

Footnotes (1)

Form 4 Insider Transactions: What Each Field Means →

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^*

Dalton Kristen Ann

(Last) (First) (Middle)

400 FIRST AVENUE

(Street)

NEEDHAM MA 02494

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TripAdvisor, Inc. [ TRIP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Brand Tripadvisor

3. Date of Earliest Transaction (Month/Day/Year)
10/31/2025

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	10/31/2025		M		1,306	A	$16.19	99,375	D
Common Stock	10/31/2025		F		632	D	$16.19	98,743	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	10/31/2025		M			1,306	05/01/2025	11/01/2026	Common Stock	1,306	$0	5,224	D

Explanation of Responses:

	/s/ Michael F. Billotti, attorney-in-fact	11/04/2025
	** 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).
** 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 did TRIP disclose in this Form 4?

An officer converted 1,306 RSUs to common stock and had 632 shares withheld for taxes on 10/31/2025.

What is the insider’s share ownership after the transaction?

Direct ownership is 98,743 common shares after the reported transactions.

How many RSUs remain outstanding for the insider?

The filing shows 5,224 RSUs beneficially owned following the transaction.

What prices are shown for the transactions?

Both the RSU settlement and tax withholding reflect a price of $16.19 per share.

What transaction codes were used?

Code M for RSU settlement and code F for shares withheld for taxes.

What is the insider’s role at Tripadvisor (TRIP)?

The reporting person is an Officer, titled President, Brand Tripadvisor.