Barry Diller - Mar 18, 2024 Form 4 Insider Report for Expedia Group, Inc. (EXPE)

Role: Chairman & Sr. Executive, Director
Signature: /s/ Michael S. Marron, Attorney-in-fact
Stock symbol: EXPE
Transactions as of: Mar 18, 2024
Transactions value $: $0
Form type: 4
Date filed: 3/20/2024, 05:03 PM
Previous filing: Mar 1, 2024
Next filing: Apr 3, 2024

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	Award	$0	+23.6K		$0.00	23.6K	Mar 18, 2024	Common Stock	23.6K	$0.00	Direct	F1
transaction	EXPE	Restricted Stock Units	Award	$0	+23.6K		$0.00	23.6K	Mar 18, 2024	Common Stock	23.6K	$0.00	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Vesting of the performance stock units ("PSUs") is dependent on two equally weighted financial performance metrics: (i) the compound annual growth rate ("CAGR") of Expedia Group's revenue and (ii) the CAGR of Expedia Group's Adjusted EBITDA, measured over a performance period from January 1, 2024, through December 31, 2026. The "target" number of PSUs is reported. Between 0% and 200% of the target number of PSUs may vest on February 15, 2027, with the actual vesting percentage determined based on the achieved CAGR for each metric, subject to the reporting person's continued employment through the vesting date. The PSUs will be settled in shares of Expedia Group's common stock upon vesting.
F2	Date at which first vesting occurs is indicated. One-sixteenth of the total number of restricted stock units vests on May 15, 2024 and an additional one-sixteenth on the fifteenth day of the second month in each quarter thereafter until fully vested.

Content

Vesting of the performance stock units ("PSUs") is dependent on two equally weighted financial performance metrics: (i) the compound annual growth rate ("CAGR") of Expedia Group's revenue and (ii) the CAGR of Expedia Group's Adjusted EBITDA, measured over a performance period from January 1, 2024, through December 31, 2026. The "target" number of PSUs is reported. Between 0% and 200% of the target number of PSUs may vest on February 15, 2027, with the actual vesting percentage determined based on the achieved CAGR for each metric, subject to the reporting person's continued employment through the vesting date. The PSUs will be settled in shares of Expedia Group's common stock upon vesting.

Date at which first vesting occurs is indicated. One-sixteenth of the total number of restricted stock units vests on May 15, 2024 and an additional one-sixteenth on the fifteenth day of the second month in each quarter thereafter until fully vested.