Noonan Michael 4

What Happened
Michael Noonan, CFO and Senior Vice President of TripAdvisor (TRIP), exercised stock options on May 15, 2026, resulting in the acquisition of 15,307 common shares at an exercise price of $9.60 per share (total exercise cost reported as $146,947). To cover taxes and/or the exercise price, 7,402 shares were surrendered/withheld (reported as dispositions valued at $9.60 each, totaling $71,059). The filing also shows the conversion/disposition of the corresponding derivative instruments (reported at $0.00).

Key Details

• Transaction date: May 15, 2026; Form 4 filed May 18, 2026 (timely filing).
• Option exercise: 4,215 + 3,757 + 7,335 = 15,307 shares exercised at $9.60 (aggregate value shown $146,947).
• Withheld/disposed for taxes/exercise: 2,038 + 1,817 + 3,547 = 7,402 shares at $9.60 (aggregate $71,059).
• Net new shares received: 15,307 exercised − 7,402 withheld = 7,905 shares retained.
• Derivative conversion: three M-code entries show the derivatives converted/disposed at $0.00 (standard exercise conversion reporting).
• Footnote: F1 refers to RSU vesting schedule (25% vested Feb 15, 2026; remainder vest quarterly; fully vested Feb 15, 2029).
• Filing timeliness: transaction on May 15 and filing on May 18 is within the two-business-day Form 4 reporting window.

Context
This was an option exercise with share withholding to cover tax or exercise obligations (a common "cashless" or net-settlement method) rather than an open-market sale or separate cash purchase. Such exercises increase the insider's net shareholdings (here by 7,905 shares) but are often routine following vesting/exercise events; they do not by themselves indicate the insider’s future view of the company.