Dalton Kristen Ann 4

4 · TripAdvisor, Inc. · Filed Mar 12, 2026

AI-generated summary of this filing

Updated Mar 13, 2026

TripAdvisor President Kristen Dalton Receives RSU/PSU Awards

What Happened

Kristen Dalton, President, Brand Tripadvisor, was granted two equity awards on March 10, 2026: 49,309 shares (RSUs/time-based) and 49,309 shares (PSUs/performance-based), for a total target of 98,618 derivative shares. Each award shows $0.00 per share (no cash paid).
These are awards (A) reported as derivative securities, not open-market purchases or sales—part of executive compensation rather than an immediate buy or sell.

Key Details

Transaction date: 2026-03-10; Filing date: 2026-03-12 (appears timely).
Price: $0.00 per share (award/grant).
Total target shares granted: 98,618 (49,309 RSUs + 49,309 PSUs).
Shares owned after transaction: Not specified in the Form 4 filing.
Footnote F1 (RSUs): 25% vests Feb 15, 2027, then 6.25% quarterly thereafter; fully vested Feb 15, 2030 (time-based vesting).
Footnote F2 (PSUs): 49,309 is the target number of PSUs; actual payout depends on performance for the period ending Dec 31, 2027. If earned, 50% vests ~Dec 31, 2027 and 50% on Dec 31, 2028.
No 10b5-1 plan, tax-withholding, or sale noted in this filing.

Context

RSUs (time-based) vest over the schedule in F1; PSUs (performance-based) may pay out fewer or more shares than the target depending on results vs. goals. Because these are compensation awards, they reflect company pay practices rather than a direct buy/sell signal from the insider.

Form 4

Period: 2026-03-10

President, Brand Tripadvisor

Transactions

Award
Restricted Stock Units
[F1]
2026-03-10+49,309→ 49,309 total
Exercise: $10.14From: 2027-02-15Exp: 2030-02-15→ Common Stock (49,309 underlying)
Award
Restricted Stock Units (Performance-Based)
[F2]
2026-03-10+49,309→ 49,309 total
Exercise: $10.14From: 2027-12-31Exp: 2028-12-31→ Common Stock (49,309 underlying)

Footnotes (2)

[F1]Date at which first vesting occurs is indicated. 25% of the total number of RSUs vest on February 15, 2027, and 6.25% will vest quarterly thereafter. The award is fully vested on February 15, 2030.
[F2]The number of PSUs to vest and settle will be based on actual performance relative to the performance metrics, targets and weightings established by the Compensation Committee for the performance period ended December 31, 2027. The number of derivative securities set forth above is the target number of PSUs. The actual number of PSUs will vest and settle 50% on or about December 31, 2027 and the remaining 50% on December 31, 2028.

Signature

/s/ Linda C. Frazier, attorney in fact|2026-03-12

1 file