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.
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.
Tripadvisor reported 2025 results showing modest growth and a major shift in its business mix. Full-year revenue was $1,891 million, up 3%, while fourth-quarter revenue was $411 million, flat year-over-year. GAAP net income for the year was $40 million, or $0.31 diluted EPS, but the fourth quarter showed a net loss of $38 million, or ($0.33) per diluted share.
The Experiences segment generated $924 million of revenue, up 10%, and management noted that marketplace businesses, particularly Experiences, contributed nearly 50% of Group revenue and 30% of Group profit. Hotels and Other revenue fell 8% to $750 million, while TheFork revenue rose 22% to $221 million. Adjusted EBITDA was $319 million, or 16.9% of revenue, down from $339 million. The company is realigning into three segments—Experiences, Hotels and Other, and TheFork—and initiated cost-saving actions targeting at least $85 million in annualized gross savings, incurring $33 million of related restructuring costs in Q4 and expecting about $4 million more in early 2026.
Tripadvisor ended 2025 with $1.0 billion in cash and cash equivalents and plans to use $345 million to repay its 2026 Senior Notes due April 1, 2026. In 2025 it repurchased 6,105,262 shares for $90 million, with $110 million remaining under its buyback program, and continues to explore strategic alternatives for TheFork.
TripAdvisor, Inc. CEO and President Matt Goldberg, who is also a director, reported several equity transactions dated February 5, 2026. He acquired 25,704 shares of common stock at $12.43 per share and later 5,244 shares at the same price through exercises coded “M.” He also disposed of 7,545 shares and 1,540 shares of common stock at $12.43 per share in transactions coded “F.” Following these transactions, he directly held 190,993 shares of TripAdvisor common stock, along with 25,705 and 5,244 performance-based restricted stock units reported as derivative securities held directly.
Tripadvisor, Inc. CFO & SVP Michael Noonan reported equity transactions dated 02/05/2026. He exercised 11,602 performance-based restricted stock units, receiving the same number of common shares at a price of $12.43 per share. To cover obligations associated with this vesting, 4,041 common shares were withheld in a transaction also priced at $12.43 per share. After these transactions, he directly beneficially owned 102,011 shares of common stock and 11,603 performance-based restricted stock units.
Tripadvisor, Inc. officer Kristen Ann Dalton, President, Brand Tripadvisor, reported equity award activity on February 5, 2026. A performance-based restricted stock unit award for 8,925 units was exercised at an exercise price of $0, delivering 8,925 shares of common stock at a market price of $12.43 per share.
On the same date, 3,109 common shares were disposed of at $12.43 under code "F", indicating shares withheld to cover taxes upon vesting. After these transactions, Dalton directly owned 101,083 shares of Tripadvisor common stock.
TripAdvisor, Inc. Chief Legal Officer & Secretary Seth J. Kalvert reported equity transactions in company stock. On February 5, 2026, performance-based restricted stock units covering 8,032 shares of common stock were exercised and converted into shares at a transaction price of $12.43 per share.
To cover associated obligations, 2,798 shares of common stock were disposed of at $12.43 per share. After these transactions, Kalvert directly beneficially owned 156,661 shares of TripAdvisor common stock.
TripAdvisor, Inc. executive Almir Ambeskovic reported equity compensation activity involving company stock. On February 5, 2026, 5,354 performance-based restricted stock units were converted into TripAdvisor common shares, reflected as an acquisition of 5,354 shares at $12.43 per share.
On the same date, 2,303 common shares at $12.43 per share were withheld to cover taxes or similar obligations, leaving Ambeskovic with 35,273 TripAdvisor common shares held directly and 5,355 performance-based restricted stock units still outstanding.
TripAdvisor, Inc. Chief Accounting Officer Geoffrey Gouvalaris reported equity transactions on February 5, 2026. A performance-based restricted stock unit award for 892 shares was exercised into common stock. On the same date, he acquired 892 common shares at $12.43 per share, then disposed of 311 common shares, also at $12.43, in a transaction coded "F." Following these moves, he directly beneficially owned 95,058 TripAdvisor common shares.
Tripadvisor CFO & SVP Michael Noonan reported equity transactions involving company stock. On January 30, 2026, he exercised 2,425 Restricted Stock Units, receiving the same number of common shares at a price of $13.42 per share. On the same date, 845 common shares were disposed of with transaction code F at $13.42 per share, typically reflecting shares withheld to cover taxes. Following these transactions, he directly owned 94,450 shares of common stock and 7,277 Restricted Stock Units.