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

Signature
/s/ Michael S. Marron, Attorney-in-fact
Stock symbol
EXPE
Transactions as of
Feb 15, 2022
Transactions value $
-$3,387,944
Form type
4
Date filed
2/17/2022, 07:34 PM
Previous filing
Dec 15, 2021
Next filing
Mar 24, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EXPE Common Stock Options Exercise $0 +9.51K +40.5% $0.00 33K Feb 15, 2022 Direct
transaction EXPE Common Stock Options Exercise $0 +5.7K +17.29% $0.00 38.7K Feb 15, 2022 Direct
transaction EXPE Common Stock Options Exercise $0 +1.08K +2.8% $0.00 39.8K Feb 15, 2022 Direct
transaction EXPE Common Stock Options Exercise $0 +792 +1.99% $0.00 40.6K Feb 15, 2022 Direct
transaction EXPE Common Stock Options Exercise $0 +476 +1.17% $0.00 41K Feb 15, 2022 Direct
transaction EXPE Common Stock Options Exercise $0 +254 +0.62% $0.00 41.3K Feb 15, 2022 Direct
transaction EXPE Common Stock Tax liability -$1.23M -6.26K -15.16% $197.17 35K Feb 15, 2022 Direct F1
transaction EXPE Common Stock Sale -$2.15M -10.3K -29.35% $209.50 24.7K Feb 15, 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 -5.7K -60% $0.00 3.8K Feb 15, 2022 Common Stock 5.7K $0.00 Direct F2
transaction EXPE Performance Stock Units Options Exercise $0 -9.51K -60% $0.00 6.34K Feb 15, 2022 Common Stock 9.51K $0.00 Direct F3
transaction EXPE Restricted Stock Units Options Exercise $0 -476 -11.13% $0.00 3.8K Feb 15, 2022 Common Stock 476 $0.00 Direct F4
transaction EXPE Restricted Stock Units Options Exercise $0 -254 -20.02% $0.00 1.02K Feb 15, 2022 Common Stock 254 $0.00 Direct F5
transaction EXPE Restricted Stock Units Options Exercise $0 -792 -11.11% $0.00 6.34K Feb 15, 2022 Common Stock 792 $0.00 Direct F6
transaction EXPE Restricted Stock Units Options Exercise $0 -1.08K -7.69% $0.00 13K Feb 15, 2022 Common Stock 1.08K $0.00 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.