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trivago (NASDAQ: TRVG) director logs RSU grant, conversions and tax share withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

trivago N.V. director Brandon Pedersen reported equity compensation activity involving American Depositary Shares (ADSs) and Restricted Stock Units (RSUs). He received a grant of 69,092 RSUs, each convertible into ADSs, as part of his compensation.

On the same date, 7,616 ADSs were acquired through exercises or conversions, while 2,411 ADSs were withheld to cover taxes due upon RSU vesting. After these transactions, he directly held 32,339 ADSs and 13,330 RSUs, indicating a routine mix of equity grants, vesting, and related tax withholding rather than open-market buying or selling.

Positive

  • None.

Negative

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Insider PEDERSEN BRANDON
Role null
Type Security Shares Price Value
Exercise Restricted Stock Units 3,333 $0.00 --
Exercise Restricted Stock Units 4,283 $0.00 --
Grant/Award Restricted Stock Units 69,092 $0.00 --
Exercise American Depositary Shares 7,616 $0.00 --
Tax Withholding American Depositary Shares 2,411 $0.00 --
Holdings After Transaction: Restricted Stock Units — 13,330 shares (Direct, null); American Depositary Shares — 32,339 shares (Direct, null)
Footnotes (1)
  1. One (1) American Depositary Share (ADS) represents five (5) Class A Shares. Represents American Depositary Shares of trivago N.V. withheld for payment of taxes due in connection with the vesting of restricted stock units. These Restricted Stock Units were granted on July 29, 2024 for a total of 39,990 units. 1/12th vested on August 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. RSUs do not have an Expiration Date. These Restricted Stock Units were granted on July 14, 2025 for a total of 51,405 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. 1/12th vesting on August 15, 2026, 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.
RSUs granted 69,092 units Restricted Stock Units grant on 15 May 2026
ADSs from exercise 7,616 shares American Depositary Shares acquired via exercise/conversion on 15 May 2026
ADSs withheld for taxes 2,411 shares Shares withheld to pay tax on RSU vesting
ADS holdings after transactions 32,339 shares Direct American Depositary Share holdings following non-derivative transactions
RSUs remaining after exercises 13,330 units Restricted Stock Units outstanding after derivative exercises
ADS to Class A share ratio 1 ADS : 5 Class A Shares Equity structure relationship from footnote
Restricted Stock Units financial
"These Restricted Stock Units were granted on July 29, 2024 for a total of 39,990 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.
American Depositary Shares financial
"One (1) American Depositary Share (ADS) represents five (5) Class A Shares."
American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.
tax-withholding disposition financial
"Represents American Depositary Shares of trivago N.V. withheld for payment of taxes due in connection with the vesting of restricted stock units."
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
"Exercise or conversion of derivative security"
grant, award, or other acquisition financial
"Grant, award, or other acquisition"
SEC Form 4
FORM 4UNITED 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*
PEDERSEN BRANDON

(Last)(First)(Middle)
C/O TRIVAGO N.V.
KESSELSTRASSE 5-7

(Street)
DUSSELDORF40221

(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)
XDirector10% 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)
XForm 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)
CodeVAmount(A) or (D)Price
American Depositary Shares(1)05/15/2026M7,616A$032,339D
American Depositary Shares(1)05/15/2026F(2)2,411D$029,928D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units$005/15/2026M3,333 (3) (4)American Depositary Shares(1)3,333$013,330D
Restricted Stock Units$005/15/2026M4,283 (5) (4)American Depositary Shares(1)4,283$034,273D
Restricted Stock Units$005/15/2026A69,092 (6) (4)American Depositary Shares(1)69,092$069,092D
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 July 29, 2024 for a total of 39,990 units. 1/12th vested on August 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 July 14, 2025 for a total of 51,405 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.
6. 1/12th vesting on August 15, 2026, 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-Fact05/19/2026
** Signature of Reporting PersonDate
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)

FAQ

What insider transactions did Brandon Pedersen report for trivago N.V. (TRVG)?

Brandon Pedersen reported a grant of 69,092 Restricted Stock Units and several related equity transactions, including exercises converting RSUs into American Depositary Shares and ADSs withheld to pay taxes arising from vesting events.

Did the trivago (TRVG) director buy or sell shares on the open market?

The reported transactions do not show open-market buys or sells. They reflect equity compensation activity, including RSU grants, conversions into American Depositary Shares, and shares withheld to satisfy tax obligations tied to vesting.

How many trivago (TRVG) American Depositary Shares does Brandon Pedersen hold after these transactions?

Following the reported activity, Brandon Pedersen directly holds 32,339 American Depositary Shares. This figure comes after RSU-related exercises and 2,411 ADSs being withheld to cover taxes on the vesting of restricted stock units.

What Restricted Stock Unit activity was reported by the trivago (TRVG) director?

He received a grant of 69,092 Restricted Stock Units tied to American Depositary Shares. Portions of earlier RSU awards vested and were converted, leaving 13,330 RSUs outstanding after several derivative exercises on the reported transaction date.

Were any trivago (TRVG) shares used to cover tax liabilities?

Yes. A total of 2,411 American Depositary Shares were withheld specifically to pay taxes due in connection with the vesting of restricted stock units, as noted in the transaction details and accompanying footnote.

How many shares did Brandon Pedersen acquire through exercises for trivago (TRVG)?

He acquired 7,616 American Depositary Shares through exercises or conversions classified as derivative exercises. Additional derivative transactions converted RSUs into ADSs while also reducing RSU balances recorded in the derivative section.