TripAdvisor CEO exercises RSUs, covers taxes in shares
TripAdvisor, Inc. director and CEO Matt Goldberg reported compensation-related equity activity in the form of restricted stock unit (RSU) vesting and associated share withholding for taxes.
Rhea-AI Filing Summary
TripAdvisor, Inc. director and CEO Matt Goldberg reported compensation-related equity activity in the form of restricted stock unit (RSU) vesting and associated share withholding for taxes. On May 15, 2026, he exercised RSUs covering 27,208 shares of common stock at conversion prices of $14.91, $13.80, and $27.03 per share, receiving common stock rather than cash. To satisfy tax obligations, the issuer withheld an aggregate 13,156 shares at a value of $9.60 per share, classified as tax-withholding dispositions rather than open-market sales. Following these transactions, Goldberg directly owned 244,297 shares of TripAdvisor common stock. A footnote explains that 25% of the RSU award vests on February 15, 2026, with 6.25% vesting quarterly thereafter until fully vested on February 15, 2029, illustrating an ongoing multi-year equity compensation schedule.
Positive
- None.
Negative
- None.
Insider Trade Summary
27,208 shares exercised/converted
Exercise
9 txns
Insider
Goldberg Matt
Role
CEO and President
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 8,324 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units | 1,698 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units | 17,186 | $0.00 | $0.00 |
| Exercise | Common Stock | 8,324 | $9.60 | $80K |
| Exercise Price or Tax Liability | Common Stock | 4,025 | $9.60 | $39K |
| Exercise | Common Stock | 1,698 | $9.60 | $16K |
| Exercise Price or Tax Liability | Common Stock | 821 | $9.60 | $8K |
| Exercise | Common Stock | 17,186 | $9.60 | $165K |
| Exercise Price or Tax Liability | Common Stock | 8,310 | $9.60 | $80K |
Holdings After Transaction:
Restricted Stock Units — 262,607 contracts (Direct);
Common Stock — 254,050 shares (Direct)
Footnotes (1)
- F1. Date at which first vesting occurs is indicated. 25% of the total number of RSUs vest on February 15, 2026, and 6.25% will vest quarterly thereafter. The award is fully vested on February 15, 2029.
Key Figures
RSU exercises: 27,208 shares
Tax-withheld shares: 13,156 shares
Post-transaction holdings: 244,297 shares
+5 more
8 metrics
RSU exercises
27,208 shares
Common stock underlying RSUs exercised on May 15, 2026
Tax-withheld shares
13,156 shares
Shares withheld to satisfy tax obligations at $9.60 per share
Post-transaction holdings
244,297 shares
TripAdvisor common stock directly owned after transactions
RSU conversion price
$14.91 per share
Conversion or exercise price for one RSU tranche
RSU conversion price
$13.80 per share
Conversion or exercise price for second RSU tranche
RSU conversion price
$27.03 per share
Conversion or exercise price for third RSU tranche
Tax valuation price
$9.60 per share
Value used for tax-withholding share dispositions
RSU vesting end date
February 15, 2029
Date award becomes fully vested per footnote
Key Terms
Restricted Stock Units, tax-withholding disposition, derivative exercise/conversion, derivative security, +1 more
5 terms
Restricted Stock Units financial
"The security title includes "Restricted Stock Units" with common stock underlying."
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.
tax-withholding disposition financial
"Transaction action is described as "tax-withholding disposition" for code F entries."
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative exercise/conversion financial
"Transaction action is listed as "derivative exercise/conversion" for code M entries."
derivative security financial
"Transaction code description refers to "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.
vesting financial
"Footnote states "25% of the total number of RSUs vest on February 15, 2026"."
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did TripAdvisor (TRIP) CEO Matt Goldberg report in this Form 4?
Matt Goldberg reported RSU vesting and related tax withholding in shares. He exercised restricted stock units into 27,208 TripAdvisor common shares and used 13,156 shares, valued at $9.60 each, to cover tax obligations, leaving 244,297 shares held directly afterward.
Were any open-market purchases or sales reported by TripAdvisor (TRIP) CEO?
No open-market trades were reported in this filing. All transactions reflect RSU exercises coded “M” and tax-withholding dispositions coded “F,” where shares were withheld by the issuer to cover tax liabilities rather than bought or sold on the open market.
What is the vesting schedule of the TripAdvisor (TRIP) RSU award mentioned?
The RSU award begins vesting with 25% of the total units on February 15, 2026. After that, 6.25% of the RSUs vest quarterly, and the entire award becomes fully vested on February 15, 2029, creating a multi-year equity compensation timeline.
What do the Form 4 codes M and F mean in this TripAdvisor (TRIP) filing?
In this filing, code M denotes the exercise or conversion of derivative securities, here restricted stock units converting into common stock. Code F denotes payment of the exercise price or tax liability by delivering securities, meaning shares withheld by the issuer to cover taxes.
AI-generated analysis. How Rhea-AI works. Not financial advice.
