Eric M. Hart - 15 Feb 2022 Form 4 Insider Report for Expedia Group, Inc. (EXPE)

Signature
/s/ Michael S. Marron, Attorney-in-fact
Issuer symbol
EXPE
Transactions as of
15 Feb 2022
Net transactions value
-$3,387,944
Form type
4
Filing time
17 Feb 2022, 19:34:31 UTC
Previous filing
15 Dec 2021
Next filing
24 Mar 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EXPE Common Stock Options Exercise $0 +9,506 +41% $0.000000 32,977 15 Feb 2022 Direct
transaction EXPE Common Stock Options Exercise $0 +5,703 +17% $0.000000 38,680 15 Feb 2022 Direct
transaction EXPE Common Stock Options Exercise $0 +1,082 +2.8% $0.000000 39,762 15 Feb 2022 Direct
transaction EXPE Common Stock Options Exercise $0 +792 +2% $0.000000 40,554 15 Feb 2022 Direct
transaction EXPE Common Stock Options Exercise $0 +476 +1.2% $0.000000 41,030 15 Feb 2022 Direct
transaction EXPE Common Stock Options Exercise $0 +254 +0.62% $0.000000 41,284 15 Feb 2022 Direct
transaction EXPE Common Stock Tax liability $1,234,284 -6,260 -15% $197.17 35,024 15 Feb 2022 Direct F1
transaction EXPE Common Stock Sale $2,153,660 -10,280 -29% $209.50 24,744 15 Feb 2022 Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction EXPE Performance Stock Units Options Exercise $0 -5,703 -60% $0.000000 3,802 15 Feb 2022 Common Stock 5,703 $0.000000 Direct F2
transaction EXPE Performance Stock Units Options Exercise $0 -9,506 -60% $0.000000 6,338 15 Feb 2022 Common Stock 9,506 $0.000000 Direct F3
transaction EXPE Restricted Stock Units Options Exercise $0 -476 -11% $0.000000 3,802 15 Feb 2022 Common Stock 476 $0.000000 Direct F4
transaction EXPE Restricted Stock Units Options Exercise $0 -254 -20% $0.000000 1,015 15 Feb 2022 Common Stock 254 $0.000000 Direct F5
transaction EXPE Restricted Stock Units Options Exercise $0 -792 -11% $0.000000 6,337 15 Feb 2022 Common Stock 792 $0.000000 Direct F6
transaction EXPE Restricted Stock Units Options Exercise $0 -1,082 -7.7% $0.000000 12,991 15 Feb 2022 Common Stock 1,082 $0.000000 Direct F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares of Expedia Group, Inc. Common Stock withheld for payment of taxes due in connection with the vesting of restricted stock units.
F2 An award of 7,604 performance stock units ("PSUs"), with ultimate settlement based on the compound annual stock price growth rate ("CAGR") using the closing price of the Company's common stock on February 28, 2020 and an ending price based on a 30-day trailing average through December 31, 2021 for 50% of the PSUs vesting on February 15, 2022 and through December 31, 2022 for the remaining 50% of the PSUs vesting on February 15, 2023. The applicable CAGR and payout percentages for Mr. Hart's PSU award are as disclosed in the section titled Compensation Discussion and Analysis -Equity Compensation of the Company's definitive proxy statement filed with the Securities and Exchange Commission on May 7, 2020.
F3 Vesting of one-half these performance stock units ("PSUs") is dependent on the compound annual growth rate ("CAGR") of Expedia Group's common stock through a performance period ending on December 31, 2021 ("Tranche 1"), and vesting of the remaining one-half is dependent on the CAGR of Expedia Group's common stock through a performance period ending on December 31, 2022 ("Tranche 2"). The "target" number of PSUs is reported in each case. Between 50% and 150% of the target number of PSUs may vest on February 15, 2022 (with respect to Tranche 1) and on February 15, 2023 (with respect to Tranche 2), in each case assuming continued employment through the applicable date and with the vesting percentage based on the applicable CAGR.
F4 One-fourth of the total number of restricted stock units vests on February 15, 2021 and an additional one-sixteenth on the fifteenth day of the second month in each quarter thereafter until fully vested.
F5 Date at which first vesting occurs is indicated. One-fourth of the total number of restricted stock units vests on February 15, 2020 and an additional one-sixteenth on the fifteenth day of the second month in each quarter thereafter until fully vested.
F6 Date at which first vesting occurs is indicated. One-fourth of the total number of restricted stock units vests on February 15, 2021 and an additional one-sixteenth on the fifteenth day of the second month in each quarter thereafter until fully vested.
F7 Date at which first vesting occurs is indicated. One-sixteenth of the total number of restricted stock units vests on May 15, 2021 and an additional one-sixteenth on the fifteenth day of the second month in each quarter thereafter until fully vested.