trivago officer exercises RSUs, covers taxes with ADS

trivago N.V.’s Financial Reporting Lead Anna Grace Dinwoodie exercised equity awards and settled related taxes using shares.

Rhea-AI Filing Summary

trivago N.V.’s Financial Reporting Lead Anna Grace Dinwoodie exercised equity awards and settled related taxes using shares. On May 15, 2026, she exercised restricted stock units into 1,325 American Depositary Shares (ADS), while 689 ADS were withheld to cover tax obligations tied to RSU vesting.

After these transactions, she directly holds 2,760 ADS. RSU awards continue to vest quarterly, with footnotes indicating original grants of 4,506 and 11,400 units that vest in twelfths on February 15, May 15, August 15, and November 15, subject to continued service.

Insider Trade Summary

1,325 shares exercised/converted

Exercise 4 txns

Insider Dinwoodie Anna Grace

Role Financial Reporting Lead

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	375	$0.00	$0.00
Exercise	Restricted Stock Units	950	$0.00	$0.00
Exercise	American Depositary Shares	1,325	$0.00	$0.00
Exercise Price or Tax Liability	American Depositary Shares	689	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 12,131 contracts (Direct); American Depositary Shares — 2,760 shares (Direct)

Footnotes (5)

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 27, 2025 for a total of 4,506 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.
4. F4. RSUs do not have an Expiration Date.
5. F5. These Restricted Stock Units were granted on December 4, 2025 for a total of 11,400 units. 1/12th vested on February 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.

Key Figures

ADS exercised from RSUs: 1,325 ADS ADS withheld for taxes: 689 ADS Direct ADS holdings after transactions: 3,449 ADS +4 more

7 metrics

ADS exercised from RSUs 1,325 ADS Non-derivative acquisition on May 15, 2026

ADS withheld for taxes 689 ADS Withheld to pay taxes on RSU vesting

Direct ADS holdings after transactions 3,449 ADS Total American Depositary Shares held directly after May 15, 2026

RSU grant size (Feb 27, 2025) 4,506 units Restricted Stock Units vesting quarterly in twelfths

RSU grant size (Dec 4, 2025) 11,400 units Restricted Stock Units vesting quarterly in twelfths

RSUs remaining in one award 9,500 units Restricted Stock Units total following one May 15, 2026 transaction

ADS ratio 1 ADS = 5 Class A Shares American Depositary Share representation per footnote

Key Terms

Restricted Stock Units, American Depositary Shares, tax-withholding disposition, vesting, +1 more

5 terms

Restricted Stock Units financial

"These Restricted Stock Units were granted on February 27, 2025 for a total of 4,506 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.

vesting financial

"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."

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.

derivative exercise/conversion financial

"Transaction code M is described as Exercise or conversion of derivative security."

FAQ

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

What insider transaction did trivago (TRVG) report for Anna Grace Dinwoodie?

trivago reported that Financial Reporting Lead Anna Grace Dinwoodie exercised restricted stock units into ADS and had ADS withheld for taxes. These are compensation-related equity events rather than open‑market purchases or sales, reflecting routine vesting of prior stock-based awards.

How many trivago ADS did Anna Grace Dinwoodie acquire and how many were withheld for taxes?

She exercised awards into 1,325 American Depositary Shares, while 689 ADS were withheld to pay taxes due on RSU vesting. Tax withholding shares go back to the company and are not sold into the open market like normal share sales.

How many trivago ADS does Anna Grace Dinwoodie hold after these Form 4 transactions?

Following the transactions, Dinwoodie directly holds 3,449 American Depositary Shares. This figure reflects her updated equity position after exercising restricted stock units and settling part of the related tax liability using 689 ADS withheld by trivago N.V.

What are the key details of Anna Grace Dinwoodie’s trivago RSU grants?

One RSU grant from February 27, 2025 covers 4,506 units, and another from December 4, 2025 covers 11,400 units. Each grant vests in twelfths quarterly on February 15, May 15, August 15, and November 15, subject to continued service.

How do trivago RSUs convert into American Depositary Shares for Anna Grace Dinwoodie?

The Form 4 shows RSUs converting into American Depositary Shares on vesting. For example, 950 and 375 RSUs converted into the same number of ADS, increasing her share holdings while reducing her outstanding RSU balances according to the vesting schedule.

What does one trivago American Depositary Share represent in underlying shares?

According to the footnotes, one American Depositary Share (ADS) represents five Class A Shares of trivago N.V. This ratio helps investors understand how ADS counts translate into underlying ordinary share exposure for U.S.-traded depositary receipts.

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

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Accepted by SEC EDGAR 05/19/2026 - 08:24 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^*

Dinwoodie Anna Grace

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Financial Reporting Lead

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		1,325	A	$0	3,449	D
American Depositary Shares(1)	05/15/2026		F(2)		689	D	$0	2,760	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			375	(3)	(4)	American Depositary Shares(1)	375	$0	2,631	D
Restricted Stock Units	$0	05/15/2026		M			950	(5)	(4)	American Depositary Shares(1)	950	$0	9,500	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 27, 2025 for a total of 4,506 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.

4. RSUs do not have an Expiration Date.

5. These Restricted Stock Units were granted on December 4, 2025 for a total of 11,400 units. 1/12th vested on February 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-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)