TripAdvisor director receives 17,818-share RSU grant

Philips Jeremy reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Philips Jeremy reported acquisition or exercise transactions in this Form 4 filing.

TripAdvisor, Inc. director Jeremy Philips reported an equity award rather than an open-market trade. He received 17,818 shares of Common Stock underlying restricted stock units granted in connection with his election to the Board of Directors on June 29, 2026. These RSUs vest in full on June 29, 2027. Following the grant, he directly holds 110,472 shares of TripAdvisor common stock, including the awarded RSUs.

Insider Trade Summary

Grant/Award: 17,818 shares

Grant/Award 1 txn

Insider Philips Jeremy

Role Director

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

Holdings After Transaction: Common Stock — 110,472 shares (Direct)

Footnotes (1)

1. F1. 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.

Key Figures

RSU grant size: 17,818 shares Post-grant holdings: 110,472 shares Grant price per share: $0.00 per share +1 more

4 metrics

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

Post-grant holdings 110,472 shares Total TripAdvisor common stock held directly after grant

Grant price per share $0.00 per share Compensation award, not an open-market purchase

RSU vesting date June 29, 2027 Date on which RSUs vest in full

Key Terms

restricted stock units ("RSUs"), Tripadvisor, Inc. 2023 Stock and Annual Incentive Plan, Board of Directors, Form 4

4 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 under the Tripadvisor, Inc. 2023 Stock and Annual Incentive Plan in connection with such individual's election to the Company's Board of Directors"

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.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

FAQ

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

What insider transaction did TripAdvisor (TRIP) director Jeremy Philips report?

Jeremy Philips reported receiving 17,818 TripAdvisor common shares underlying restricted stock units as a compensation grant. The award was tied to his election to the Board of Directors and carries no purchase price, reflecting standard equity-based director compensation rather than a market trade.

How many TripAdvisor (TRIP) shares does Jeremy Philips hold after this Form 4?

After the reported RSU grant, Jeremy Philips directly holds 110,472 TripAdvisor common shares. This total includes the 17,818 shares underlying newly granted restricted stock units, giving investors a clearer picture of his overall equity exposure to the company following the award.

What are the key terms of Jeremy Philips’ TripAdvisor RSU award?

The award covers 17,818 restricted stock units that convert into common shares without a cash exercise price. They were granted under the TripAdvisor, Inc. 2023 Stock and Annual Incentive Plan and are scheduled to vest in full on June 29, 2027, if service conditions are met.

When do Jeremy Philips’ TripAdvisor restricted stock units vest?

Jeremy Philips’ 17,818 restricted stock units are scheduled to vest in full on June 29, 2027. Vesting means the RSUs convert into freely owned TripAdvisor common shares, assuming he continues to meet the service conditions associated with his role on the Board of Directors.

Did Jeremy Philips buy or sell TripAdvisor (TRIP) shares on the market?

The Form 4 does not show a market purchase or sale by Jeremy Philips. It reports a grant-type acquisition coded as “A,” indicating RSUs awarded as compensation with a price per share of $0.00 rather than an open-market transaction involving cash consideration.

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

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Accepted by SEC EDGAR 07/01/2026 - 07:16 PM EDT 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^*

Philips Jeremy

(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)

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	110,472	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)