Director Carl Sparks granted 17,818 RSUs at TripAdvisor (TRIP)

Rhea-AI Filing Summary

Sparks Carl reported acquisition or exercise transactions in this Form 4 filing.

TripAdvisor, Inc. director Carl Sparks reported receiving a grant of 17,818 shares of common stock underlying restricted stock units (RSUs). The award was made under the Tripadvisor, Inc. 2023 Stock and Annual Incentive Plan in connection with his election to the Board of Directors on June 29, 2026.

The RSUs were granted at no cash cost and will vest in full on June 29, 2027, meaning Sparks must remain in service until that date to receive the shares. Following this grant, he directly holds 17,818 shares, all from this RSU award.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Sparks Carl

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	17,818	$0.00	--

Holdings After Transaction: Common Stock — 17,818 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSU grant size: 17,818 shares Grant price: $0.00 per share Post-transaction holdings: 17,818 shares +1 more

4 metrics

RSU grant size 17,818 shares Restricted stock units granted June 29, 2026

Grant price $0.00 per share Equity award, no cash paid by insider

Post-transaction holdings 17,818 shares Total common stock held directly after RSU grant

Vesting date June 29, 2027 RSUs vest in full on this date

Key Terms

restricted stock units ("RSUs"), Tripadvisor, Inc. 2023 Stock and Annual Incentive Plan, Board of Directors

3 terms

restricted stock units ("RSUs") financial

"Represents shares underlying restricted stock units ("RSUs") granted under the Tripadvisor, Inc. 2023 Stock and Annual Incentive Plan"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Tripadvisor, Inc. 2023 Stock and Annual Incentive Plan financial

"RSUs granted under the Tripadvisor, Inc. 2023 Stock and Annual Incentive Plan in connection with such individual's election"

Board of Directors financial

"granted ... in connection with such individual's election to the Company's Board of Directors on June 29, 2026"

The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/01/2026 - 07:21 PM Accepted by SEC EDGAR 07/01/2026 - 07:21 PM Learn about SEC filing dates

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^*

Sparks Carl

(Last) (First) (Middle)

400 1ST AVENUE

C/O TRIPADVISOR, INC.

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	06/29/2026		A		17,818	A	$0	17,818	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

Explanation of Responses:

1. Represents shares underlying restricted stock units ("RSUs") granted under the Tripadvisor, Inc. 2023 Stock and Annual Incentive Plan in connection with such individual's election to the Company's Board of Directors on June 29, 2026. Such RSUs vest in full on June 29, 2027.

	/s/ Linda C. Frazier, attorney in fact	07/01/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did TripAdvisor (TRIP) report for Carl Sparks?

TripAdvisor reported that director Carl Sparks received a grant of 17,818 restricted stock units. These RSUs were awarded under the 2023 Stock and Annual Incentive Plan in connection with his election to the Board of Directors on June 29, 2026.

How many TripAdvisor (TRIP) shares were granted to Carl Sparks in RSUs?

Carl Sparks was granted 17,818 shares of TripAdvisor common stock in the form of restricted stock units. This entire amount represents his reported direct holdings after the transaction, reflecting a single compensation-related equity award rather than open-market purchases.

When do Carl Sparks’ TripAdvisor (TRIP) RSUs vest?

The 17,818 restricted stock units granted to Carl Sparks vest in full on June 29, 2027. Vesting requires continued service on TripAdvisor’s Board of Directors until that date before the underlying common shares are delivered to him.

Was Carl Sparks’ TripAdvisor (TRIP) equity grant an open-market purchase?

No, the filing shows Carl Sparks received a grant or award of 17,818 RSUs at no cash cost. This is a board compensation grant under TripAdvisor’s 2023 Stock and Annual Incentive Plan, not an open-market stock purchase transaction.

What plan governs Carl Sparks’ TripAdvisor (TRIP) RSU award?

The RSU grant to Carl Sparks was issued under the Tripadvisor, Inc. 2023 Stock and Annual Incentive Plan. This plan provides equity-based compensation, and his 17,818-unit award is tied to his election to the company’s Board of Directors on June 29, 2026.