Noonan Michael 4

What Happened
Michael Noonan, TripAdvisor’s Chief Financial Officer and SVP, exercised stock options on February 13, 2026. He converted 37,315 option-derived units into common shares (reported as M transactions) with an aggregate exercise cost of $385,090 (3 tranches at $10.32 per share). To cover taxes/exercise obligations he surrendered 10,953 shares (reported as F transactions) valued at $113,035; the net result was receipt of 26,362 common shares.

Key Details

• Transaction date: February 13, 2026; Form 4 filed February 18, 2026. (Form 4s are generally due within 2 business days of the transaction.)
• Option exercises (M): 4,216 @ $10.32 ($43,509); 3,757 @ $10.32 ($38,772); 29,342 @ $10.32 ($302,809). Total exercise cost = $385,090.
• Shares withheld for payment/taxes (F): 1,238 @ $10.32 ($12,776); 1,103 @ $10.32 ($11,383); 8,612 @ $10.32 ($88,876). Total value surrendered = $113,035.
• Derivative disposals reported at $0.00 correspond to the cancellation/conversion of the option/derivative instruments (matching the exercised amounts).
• Shares owned after the transactions: not specified in the provided excerpt.
• Footnote: RSU vesting schedule noted — 25% vests on Feb 15, 2026, then 6.25% quarterly, fully vested Feb 15, 2029 (applies to awarded RSUs disclosed in the filing).

Context

• Transaction codes: M = exercise/conversion of derivative (options); F = payment of exercise price or tax liability (often shares withheld). This was an exercise with shares withheld to satisfy tax/exercise obligations (a form of “cashless” or net-share withholding), not an open-market sale or purchase.
• Such exercises are routine for executives exercising compensation awards; the net receipt of shares increases insider ownership but does not necessarily signal a market view.
• The filing date is a few days after the transaction date; retail investors may note timing relative to the standard 2-business-day Form 4 reporting requirement.