trivago director exercises RSUs, ADS withheld for tax

trivago N.V. director Wolf Ralph-Bruno Schmuhl reported routine equity compensation activity involving American Depositary Shares (ADS) and restricted stock units (RSUs).

Rhea-AI Filing Summary

trivago N.V. director Wolf Ralph-Bruno Schmuhl reported routine equity compensation activity involving American Depositary Shares (ADS) and restricted stock units (RSUs). On May 15, 2026, he exercised derivative awards to acquire 12,772 ADS and, in a separate entry, 6,642 ADS were withheld to cover taxes due on RSU vesting. Following these transactions, he directly holds 28,240 ADS. Footnotes show the RSUs come from prior grants, including awards of 39,753, 13,518, and 100,000 units that vest quarterly, and confirm that 1 ADS represents 5 Class A Shares.

Insider Trade Summary

12,772 shares exercised/converted

Exercise 5 txns

Insider Schmuhl Wolf Ralph-Bruno

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	3,313	$0.00	$0.00
Exercise	Restricted Stock Units	1,126	$0.00	$0.00
Exercise	Restricted Stock Units	8,333	$0.00	$0.00
Exercise	American Depositary Shares	12,772	$0.00	$0.00
Exercise Price or Tax Liability	American Depositary Shares	6,642	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 81,181 contracts (Direct); American Depositary Shares — 28,240 shares (Direct)

Footnotes (6)

1. F1. One (1) American Depositary Share (ADS) represents five (5) Class A Shares.
2. F2. Represents American Depositary Shares of trivago N.V. withheld for payment of taxes due in connection with the vesting of restricted stock units.
3. F3. These Restricted Stock Units were granted on February 2, 2024 for a total of 39,753 units. 1/12th vested on February 15, 2024, and an additional 1/12th will vest quarterly on the vesting dates 15 February, 15 May, 15 August and 15 November thereafter until the award is fully vested, subject to continued service on such vesting date.
4. F4. RSUs do not have an Expiration Date.
5. F5. These Restricted Stock Units were granted on February 27, 2025 for a total of 13,518 units. 1/12th vested on May 15, 2025, and an additional 1/12th will vest quarterly on the vesting dates 15 February, 15 May, 15 August and 15 November thereafter until the award is fully vested, subject to continued service on such vesting date.
6. F6. These Restricted Stock Units were granted on April 14, 2025 for a total of 100,000 units. 1/12th vested on August 15, 2025, and an additional 1/12th will vest quarterly on the vesting dates 15 February, 15 May, 15 August and 15 November thereafter until the award is fully vested, subject to continued service on such vesting date.

Key Figures

ADS acquired via derivative exercise: 12,772 ADS ADS withheld for taxes: 6,642 ADS ADS held after transactions: 28,240 ADS +5 more

8 metrics

ADS acquired via derivative exercise 12,772 ADS Exercise or conversion of derivative security on May 15, 2026

ADS withheld for taxes 6,642 ADS Withheld to pay taxes on RSU vesting on May 15, 2026

ADS held after transactions 28,240 ADS Total direct holdings following tax-withholding disposition

Post-exercise ADS balance 34,882 ADS Direct holdings after derivative exercise, before tax withholding

Large RSU grant 39,753 units RSUs granted February 2, 2024 with quarterly vesting

Additional RSU grant 13,518 units RSUs granted February 27, 2025 with quarterly vesting

Largest RSU grant 100,000 units RSUs granted April 14, 2025 with quarterly vesting

ADS to Class A share ratio 1 ADS = 5 Class A Shares Conversion ratio stated in footnote

Key Terms

American Depositary Share, Restricted Stock Units, taxes due in connection with the vesting, Expiration Date, +1 more

5 terms

American Depositary Share financial

"One (1) American Depositary Share (ADS) represents five (5) Class A Shares."

An American Depositary Share (ADS) is a U.S.-listed certificate that represents a specified number of shares in a foreign company, held by a custodian bank; it works like a receipt that allows U.S. investors to buy and trade foreign equity on American exchanges without dealing with another country’s markets. Investors care because ADSs make foreign stocks easier to access, improve liquidity and settlement in dollars, and can affect dividend payments, voting rights and regulatory oversight compared with buying the underlying foreign shares directly.

Restricted Stock Units financial

"These Restricted Stock Units were granted on February 2, 2024 for a total of 39,753 units."

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.

taxes due in connection with the vesting financial

"withheld for payment of taxes due in connection with the vesting of restricted stock units."

Expiration Date financial

"RSUs do not have an Expiration Date."

The expiration date is the deadline after which a financial contract, such as an option or a futures agreement, is no longer valid or can be exercised. It matters to investors because it determines the timeframe during which they can take action or benefit from the contract, similar to how a coupon or a food item has a limited period of usefulness. Once the expiration date passes, the contract loses its value or ability to be used.

vesting dates financial

"will vest quarterly on the vesting dates 15 February, 15 May, 15 August and 15 November thereafter"

FAQ

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

What insider transactions did trivago (TRVG) report for Wolf Ralph-Bruno Schmuhl?

trivago director Wolf Ralph-Bruno Schmuhl exercised equity awards to acquire 12,772 American Depositary Shares (ADS) and had 6,642 ADS withheld for taxes. These transactions reflect RSU vesting and tax settlement, not open-market buying or selling of trivago stock.

How many trivago (TRVG) shares does the director hold after these Form 4 transactions?

After the reported transactions, Wolf Ralph-Bruno Schmuhl directly holds 28,240 American Depositary Shares of trivago N.V. This figure comes from the post-transaction ownership line associated with the tax-withholding disposition recorded on May 15, 2026.

Were Schmuhl’s trivago (TRVG) transactions open-market trades or equity compensation events?

The transactions are equity compensation events, not open-market trades. Codes show a derivative exercise/conversion of RSUs and a tax-withholding disposition, meaning shares were issued from awards and a portion withheld to pay taxes owed on vesting.

What do the trivago (TRVG) RSU footnotes reveal about Schmuhl’s awards and vesting schedule?

Footnotes state Schmuhl holds RSU grants of 39,753, 13,518, and 100,000 units. Each award vests in 12 installments, with one-twelfth vesting initially and additional one-twelfths vesting quarterly on February 15, May 15, August 15, and November 15, subject to continued service.

How are trivago (TRVG) American Depositary Shares related to Class A Shares in this Form 4?

Footnotes clarify that one American Depositary Share (ADS) represents five Class A Shares of trivago N.V. This ratio explains how ADS holdings correspond to the underlying ordinary equity but does not change the share counts reported in the insider’s Form 4.

Did the Form 4 for trivago (TRVG) show any remaining derivative positions after Schmuhl’s exercises?

The provided derivative summary is empty, indicating no remaining derivative positions are listed in this dataset. However, footnotes describe larger RSU grant sizes and multi-year vesting, so additional unvested units may exist but are not quantified here.

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

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Accepted by SEC EDGAR 05/19/2026 - 08:21 AM 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^*

Schmuhl Wolf Ralph-Bruno

(Last) (First) (Middle)

C/O TRIVAGO N.V.

KESSELSTRASSE 5-7

(Street)

DUSSELDORF 40221

(City) (State) (Zip)

GERMANY

(Country)

2. Issuer Name and Ticker or Trading Symbol
trivago N.V. [ TRVG ]

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)
05/15/2026

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
American Depositary Shares(1)	05/15/2026		M		12,772	A	$0	34,882	D
American Depositary Shares(1)	05/15/2026		F(2)		6,642	D	$0	28,240	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
Restricted Stock Units	$0	05/15/2026		M			3,313	(3)	(4)	American Depositary Shares(1)	3,313	$0	6,625	D
Restricted Stock Units	$0	05/15/2026		M			1,126	(5)	(4)	American Depositary Shares(1)	1,126	$0	7,888	D
Restricted Stock Units	$0	05/15/2026		M			8,333	(6)	(4)	American Depositary Shares(1)	8,333	$0	66,668	D

Explanation of Responses:

1. One (1) American Depositary Share (ADS) represents five (5) Class A Shares.

2. Represents American Depositary Shares of trivago N.V. withheld for payment of taxes due in connection with the vesting of restricted stock units.

3. These Restricted Stock Units were granted on February 2, 2024 for a total of 39,753 units. 1/12th vested on February 15, 2024, and an additional 1/12th will vest quarterly on the vesting dates 15 February, 15 May, 15 August and 15 November thereafter until the award is fully vested, subject to continued service on such vesting date.

4. RSUs do not have an Expiration Date.

5. These Restricted Stock Units were granted on February 27, 2025 for a total of 13,518 units. 1/12th vested on May 15, 2025, and an additional 1/12th will vest quarterly on the vesting dates 15 February, 15 May, 15 August and 15 November thereafter until the award is fully vested, subject to continued service on such vesting date.

6. These Restricted Stock Units were granted on April 14, 2025 for a total of 100,000 units. 1/12th vested on August 15, 2025, and an additional 1/12th will vest quarterly on the vesting dates 15 February, 15 May, 15 August and 15 November thereafter until the award is fully vested, subject to continued service on such vesting date.

Remarks:

	/s/ Olga Mizikova, as Attorney-in-Fact	05/19/2026
	** 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)