Noonan Michael 4

What Happened

• Michael Noonan, TripAdvisor's CFO and SVP, received two derivative equity awards on March 10, 2026: 86,291 restricted stock units (RSUs) and 86,291 performance stock units (PSUs) (target). Both awards show an acquisition price of $0.00, meaning these are granted RSU/PSU awards (not an open‑market purchase or sale). Total target units: 172,582.

Key Details

• Transaction date and price: March 10, 2026, acquired at $0.00 (two grant entries of 86,291 each).
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Vesting/settlement notes:
  • RSUs (Footnote F1): 25% vest on Feb 15, 2027, then 6.25% quarterly thereafter; fully vested Feb 15, 2030.
  • PSUs (Footnote F2): 86,291 is the target number; actual PSUs to vest based on performance for the period ending Dec 31, 2027. If earned, 50% will settle on/around Dec 31, 2027 and 50% on Dec 31, 2028.
• Filing: Report filed Mar 12, 2026 for transactions on Mar 10, 2026 (filed within typical reporting window).

Context

• These are compensation grants (A = Award/Grant), not purchases or sales. RSUs are time‑based grants that convert to shares as they vest; PSUs are performance‑based and may pay out fewer (or more, depending on plan) than the target amount depending on results. Such awards are routine parts of executive pay and do not by themselves indicate a buy or sell signal.