Fonseca Dhiren R. 4

What Happened

• Dhiren R. Fonseca, newly appointed director of TripAdvisor, was granted 5,935 Restricted Stock Units (RSUs) on March 23, 2026. The Form 4 reports an acquisition price of $0.00 (award/grant, transaction code A) and shows the units vest in full on June 18, 2026. The grant was made under the Tripadvisor, Inc. 2023 Stock and Annual Incentive Plan in connection with his Board appointment on March 22, 2026.

Key Details

• Transaction date: 2026-03-23 (code A — award/grant)
• Shares/units granted: 5,935 RSUs
• Reported acquisition price: $0.00 (award)
• Vesting: vests in full on June 18, 2026 (per footnote)
• Reason: RSUs granted in connection with appointment to the Board (March 22, 2026) under the 2023 Stock and Annual Incentive Plan
• Filing date: 2026-03-25 — appears timely (Form 4 is typically due within two business days)
• Shares owned after transaction: not specified in the filing
• No 10b5-1 plan, tax-withholding sale, or sale/disposition reported for this grant

Context

• RSUs are a form of equity compensation that convert to common shares upon vesting, subject to any company-imposed restrictions; no cash was paid by the insider at grant. This was an equity award for a director appointment rather than an open-market trade, and filings of this type are common for new board members.