Statement of Changes in Beneficial Ownership (4)
May 19 2020 - 3:11PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Soliday Lance A |
2. Issuer Name and Ticker or Trading Symbol
Expedia Group, Inc.
[
EXPE
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Accounting Officer |
(Last)
(First)
(Middle)
C/O EXPEDIA GROUP, INC., 1111 EXPEDIA GROUP WAY W. |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/15/2020 |
(Street)
SEATTLE, WA 98119
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 5/15/2020 | | M | | 228.0000 | A | $0.0000 | 6724.0000 | D | |
Common Stock | 5/15/2020 | | F | | 56.0000 | D | $64.3700 | 6668.0000 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Options to Purchase Common Stock | $66.7600 | 5/15/2020 | | A (1) | | 9000.0000 | | (1) | 2/26/2022 | Common Stock | 9000.0000 | (1) | 9000.0000 | D | |
Options to Purchase Common Stock | $78.5200 | 5/15/2020 | | D (1) | | | 9000.0000 | 2/26/2015 (1) | 2/26/2021 | Common Stock | 9000.0000 | (1) | 0.0000 | D | |
Restricted Stock Units | $0.0000 | 5/15/2020 | | M | | | 228.0000 | 2/15/2020 (2) | 2/15/2023 | Common Stock | 228.0000 | $0.0000 | 2513.0000 | D | |
Explanation of Responses: |
(1) | In light of the ongoing impact of the COVID-19 pandemic, on May 15, 2020 the Compensation Committee of the Issuer's Board of Directors approved a one-year extension to the expiration date for all outstanding stock options held by employees with original expiration dates in 2021. Pursuant to SEC reporting rules, the two reported transactions therefore reflect the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on February 26, 2014 and is fully vested. |
(2) | 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 on fifteenth day of the second month in each quarter thereafter until fully vested. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Soliday Lance A C/O EXPEDIA GROUP, INC. 1111 EXPEDIA GROUP WAY W. SEATTLE, WA 98119 |
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| Chief Accounting Officer |
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Signatures
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/s/ Michael S. Marron, Attorney-in-fact | | 5/19/2020 |
**Signature of Reporting Person | Date |
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