Welcome to our dedicated page for Tripadvisor SEC filings (Ticker: TRIP), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Tripadvisor, Inc. (NASDAQ: TRIP) is a Nevada corporation and the parent of Tripadvisor and related travel media brands. As a U.S. public company, it files reports with the Securities and Exchange Commission under Commission File Number 001‑35362. This page brings together Tripadvisor’s SEC filings, allowing investors to review how the company reports material events, governance matters, and financial information.
Recent Form 8‑K filings illustrate the types of disclosures Tripadvisor provides. One filing describes preliminary financial results for specific periods, furnished as an exhibit to the 8‑K under Item 2.02 (Results of Operations and Financial Condition). Another 8‑K outlines a realignment of the company’s operating model, including a reduction of its global workforce and expected cost savings, reported under Item 2.05 (Costs Associated with Exit or Disposal Activities). The same report details changes to the board of directors under Item 5.02, including a director resignation and the appointment of a new director with extensive travel industry experience.
Tripadvisor also uses SEC filings to document stockholder actions and governance outcomes. For example, a Form 8‑K covering the annual meeting reports voting results for the election of directors and the ratification of the independent registered public accounting firm, including the number of votes for, against, and abstaining on each proposal.
On Stock Titan, users can access these filings as they are made available through EDGAR and view them alongside AI‑powered summaries that explain the key points of complex documents in plain language. Whether you are looking for quarterly earnings information furnished on Form 8‑K, details about restructuring charges, or board and governance disclosures, this page centralizes Tripadvisor’s regulatory history and helps make the implications of each filing easier to understand.
TripAdvisor, Inc.’s Chief Accounting Officer Geoffrey Gouvalaris reported multiple equity compensation transactions in the company’s stock. On February 13, 2026, he exercised restricted stock units, converting them into common shares, and used a portion of the stock to cover tax obligations.
The filing shows several RSU exercises recorded at a conversion price of $10.32 per share for the resulting common stock, along with related tax-withholding dispositions coded as “F.” After these transactions, Gouvalaris directly owned 102,251 shares of TripAdvisor common stock.
A footnote explains the vesting terms of one RSU award: 25% of the total RSUs vest on February 15, 2026, with 6.25% vesting quarterly thereafter until the award is fully vested on February 15, 2029. These transactions reflect routine equity incentive vesting and associated tax settlement.
TripAdvisor, Inc. CEO and President Matt Goldberg reported multiple equity transactions dated February 13, 2026. He exercised previously granted restricted stock units into common stock at a stated value of $10.32 per share and had portions of the resulting shares withheld to cover tax liabilities through tax-withholding dispositions.
Following these transactions, his directly owned common stock position was reported as 231,675 shares. A related award of restricted stock units vests over time, with 25% vesting on February 15, 2026, 6.25% vesting quarterly thereafter, and full vesting on February 15, 2029.
TripAdvisor, Inc. Chief Legal Officer & Secretary Seth J. Kalvert reported equity compensation activity involving restricted stock units and common stock. On 2026-02-13, he acquired multiple blocks of common shares through exercises or conversions of restricted stock units at a stated price of $10.32 per share, increasing his directly held common stock to 175,539 shares.
On the same date, shares of common stock were also disposed of in several transactions coded “F” to satisfy tax withholding obligations at $10.32 per share. A related RSU award vests over time, with 25% vesting on February 15, 2026, 6.25% vesting quarterly thereafter, and full vesting on February 15, 2029.
TripAdvisor, Inc. CFO and SVP Michael Noonan filed an amended insider report updating a prior Form 4. The amendment corrects the number of common shares withheld to cover tax obligations from restricted stock unit vesting to 3,776 shares at $12.43 per share. Following this tax-withholding disposition, he directly beneficially owns 102,276 TripAdvisor shares, reflecting an increase of 265 shares versus the originally reported amount.
TripAdvisor, Inc. executive Almir Ambeskovic, CEO of TheFork, reported a set of equity compensation transactions. On February 13, 2026, he exercised restricted stock units, converting a total of 23,408 RSUs into common stock at a stated price of $13.49 per share. On February 17, 2026, 13,073 shares of common stock at $10.39 per share were withheld in a tax-withholding disposition, leaving him with 45,608 shares of TripAdvisor common stock held directly after these transactions.
TripAdvisor, Inc. insider Kristen Ann Dalton, President of Brand Tripadvisor, filed an amended Form 4 to correct a prior tax-withholding entry tied to vested restricted stock units. The amendment states that 3,098 shares of common stock were withheld to cover tax obligations, instead of 3,109 shares previously reported.
Because of this 11-share difference, her beneficially owned common stock has been increased, and she now directly owns 101,094 TripAdvisor shares after the corrected tax-withholding disposition.
Tripadvisor, Inc. filed a report describing its response to public statements from activist investor Starboard Value LP, which has announced its intention to nominate a slate of director candidates for election to the Board at the 2026 Annual Meeting of Stockholders.
The company states that its Board and management regularly engage with investors and have held numerous discussions with Starboard. Tripadvisor highlights recent strategic steps, including a November 2025 realignment of its operating model around Experiences, a significant cost reduction program, and an announced process on February 12, 2026 to explore monetization of its TheFork business.
Tripadvisor reiterates that the Board and management are focused on pursuing avenues to enhance value for all shareholders and emphasizes ongoing execution of its strategic priorities, while including standard forward-looking statement cautions about risks and uncertainties.
Tripadvisor, Inc. (TRIP) is now the target of an activist campaign by Starboard Value, which has built a sizable stake and formally escalated its engagement. Starboard and its affiliated funds report beneficial ownership of 10,774,996 common shares, representing 9.4% of Tripadvisor’s outstanding stock, based on 114,755,221 shares outstanding as of February 6, 2026.
Starboard states that its funds acquired these shares in open-market purchases using working capital and margin loans, with disclosed aggregate purchase costs for each entity. In a February 17, 2026 letter to Tripadvisor’s leadership, Starboard criticizes what it describes as prolonged underperformance and Board inaction amid rapid industry change. It argues that a reconstituted Board is needed to inject urgency, fully evaluate value-creation opportunities, and consider strategic alternatives, including a potential sale of the company in one or multiple transactions.
Starboard has announced its intention to nominate a majority slate of director candidates at Tripadvisor’s 2026 annual shareholder meeting, signaling a potential proxy contest that could reshape the company’s governance and strategic direction if its nominees gain support.
Tripadvisor, Inc. (TRIP) is now the target of an activist campaign by Starboard Value, which has built a sizable stake and formally escalated its engagement. Starboard and its affiliated funds report beneficial ownership of 10,774,996 common shares, representing 9.4% of Tripadvisor’s outstanding stock, based on 114,755,221 shares outstanding as of February 6, 2026.
Starboard states that its funds acquired these shares in open-market purchases using working capital and margin loans, with disclosed aggregate purchase costs for each entity. In a February 17, 2026 letter to Tripadvisor’s leadership, Starboard criticizes what it describes as prolonged underperformance and Board inaction amid rapid industry change. It argues that a reconstituted Board is needed to inject urgency, fully evaluate value-creation opportunities, and consider strategic alternatives, including a potential sale of the company in one or multiple transactions.
Starboard has announced its intention to nominate a majority slate of director candidates at Tripadvisor’s 2026 annual shareholder meeting, signaling a potential proxy contest that could reshape the company’s governance and strategic direction if its nominees gain support.
Tripadvisor, Inc. (TRIP) is now the target of an activist campaign by Starboard Value, which has built a sizable stake and formally escalated its engagement. Starboard and its affiliated funds report beneficial ownership of 10,774,996 common shares, representing 9.4% of Tripadvisor’s outstanding stock, based on 114,755,221 shares outstanding as of February 6, 2026.
Starboard states that its funds acquired these shares in open-market purchases using working capital and margin loans, with disclosed aggregate purchase costs for each entity. In a February 17, 2026 letter to Tripadvisor’s leadership, Starboard criticizes what it describes as prolonged underperformance and Board inaction amid rapid industry change. It argues that a reconstituted Board is needed to inject urgency, fully evaluate value-creation opportunities, and consider strategic alternatives, including a potential sale of the company in one or multiple transactions.
Starboard has announced its intention to nominate a majority slate of director candidates at Tripadvisor’s 2026 annual shareholder meeting, signaling a potential proxy contest that could reshape the company’s governance and strategic direction if its nominees gain support.
Starboard Value LP and affiliated funds have filed notice of their intent to run a proxy contest at Tripadvisor, Inc. by soliciting votes on a WHITE universal proxy card for a majority slate of director nominees at the Company’s 2026 annual meeting.
In an attached letter, Starboard states its view that Tripadvisor has shown prolonged underperformance, argues that the Board should be reconstituted, and urges the Company to explore a potential sale in one or multiple transactions. Starboard describes itself as a significant stockholder and, as of the close of business on February 16, 2026, entities it manages or that are affiliated with it beneficially owned an aggregate of 10,774,996 shares of Tripadvisor common stock through several investment vehicles and a managed account.
Starboard Value LP and affiliated funds have filed notice of their intent to run a proxy contest at Tripadvisor, Inc. by soliciting votes on a WHITE universal proxy card for a majority slate of director nominees at the Company’s 2026 annual meeting.
In an attached letter, Starboard states its view that Tripadvisor has shown prolonged underperformance, argues that the Board should be reconstituted, and urges the Company to explore a potential sale in one or multiple transactions. Starboard describes itself as a significant stockholder and, as of the close of business on February 16, 2026, entities it manages or that are affiliated with it beneficially owned an aggregate of 10,774,996 shares of Tripadvisor common stock through several investment vehicles and a managed account.
Starboard Value LP and affiliated funds have filed notice of their intent to run a proxy contest at Tripadvisor, Inc. by soliciting votes on a WHITE universal proxy card for a majority slate of director nominees at the Company’s 2026 annual meeting.
In an attached letter, Starboard states its view that Tripadvisor has shown prolonged underperformance, argues that the Board should be reconstituted, and urges the Company to explore a potential sale in one or multiple transactions. Starboard describes itself as a significant stockholder and, as of the close of business on February 16, 2026, entities it manages or that are affiliated with it beneficially owned an aggregate of 10,774,996 shares of Tripadvisor common stock through several investment vehicles and a managed account.
Tripadvisor, Inc. describes how it is reshaping its business around travel experiences, dining and AI-driven personalization while maintaining its hotels guidance platform. The company now manages three segments: Experiences, Hotels and Other, and TheFork, with marketplaces contributing about 60% of 2025 revenue and 35% of adjusted EBITDA, up from 50% and 6% in 2023.
A major 2025 milestone was the merger with Liberty TripAdvisor Holdings, after which Tripadvisor cancelled 26.8 million previously held shares and issued 3,037,959 new shares, creating a net reduction of about 23.8 million shares and eliminating its prior dual-class, controlled structure. Tripadvisor also converted all Liberty TripAdvisor preferred stock into roughly $42.5 million in cash and new common shares and provided a $327 million loan that was used to settle Liberty TripAdvisor’s exchangeable debentures.
The report highlights a large, underpenetrated global experiences market, with third-party research estimating about $365 billion by 2028 and only about 30% online penetration in 2025. Tripadvisor merchandises over 425,000 bookable experiences from more than 70,000 operators and more than 50,000 restaurants across 11 European countries, supported by over one billion user reviews. Management also discloses a November 2025 cost-savings plan, including a global workforce reduction from a base of approximately 2,590 employees, to realign operations around an experiences-led, AI-enabled model and improve long-term profitability.