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TripAdvisor CFO acquires 2,426 shares in grant exercise

The exercise was accompanied by 1,173 shares delivered or withheld for payment of exercise price or tax liability.

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Sentiment and the balance of points

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Form Type
4

Rhea-AI Filing Summary

TripAdvisor, Inc. CFO & SVP Michael Noonan exercised 2,426 Restricted Stock Units on October 30, 2026, corresponding to an acquisition of 2,426 common shares. The derivative entry reports zero shares following the exercise. A separate entry reports 1,173 common shares delivered or withheld for payment of exercise price or tax liability. The common-stock entries list $9.22 per share.

Insider Noonan Michael
Role CFO & SVP
Type Security Shares Price Value
Exercise Restricted Stock Units 2,426 $0.00 $0.00
Exercise Common Stock 2,426 $9.22 $22K
Exercise Price or Tax Liability Common Stock 1,173 $9.22 $11K
Holdings After Transaction: Restricted Stock Units — 0 contracts (Direct); Common Stock — 148,470 shares (Direct)
Holdings Before and After: Restricted Stock Units, 2,426 to 0 contracts (Direct); Common Stock, 147,217 to 148,470 shares (Direct)
Restricted Stock Units exercised 2,426 units October 30, 2026
Common shares acquired 2,426 shares October 30, 2026
Shares delivered or withheld 1,173 shares For payment of exercise price or tax liability on October 30, 2026
Derivative shares following transaction 0 shares Following the October 30, 2026 exercise
Reported common-stock per-share amount $9.22 per share Common-stock entries dated October 30, 2026
Restricted Stock Units financial
"Michael Noonan exercised 2,426 Restricted Stock Units"
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.
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
payment of exercise price or tax liability financial
"Payment of exercise price or tax liability by delivering or withholding securities"

FAQ

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

How many TRIP shares did Michael Noonan acquire in the RSU exercise?

Michael Noonan acquired 2,426 common shares in connection with exercising 2,426 Restricted Stock Units on October 30, 2026.

How many TRIP shares were delivered or withheld in Michael Noonan's exercise?

1,173 common shares were delivered or withheld for payment of exercise price or tax liability on October 30, 2026.

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

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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
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*
Noonan Michael

(Last)(First)(Middle)
C/O TRIPADVISOR, INC.
400 1ST AVENUE

(Street)
NEEDHAM MASSACHUSETTS 02494

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
TripAdvisor, Inc. [ TRIP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CFO & SVP
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/30/2026
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
Common Stock10/30/2026M2,426A$9.22149,643D
Common Stock10/30/2026F1,173D$9.22148,470D
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
Restricted Stock Units$010/30/2026M2,42610/31/202310/31/2026Common Stock2,426$00D
Explanation of Responses:
/s/ Linda C. Frazier, attorney in fact11/03/2026
** 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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