Statement of Changes in Beneficial Ownership (4)
February 26 2021 - 5:50PM
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.
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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 |
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(Last)
(First)
(Middle)
C/O EXPEDIA GROUP, INC., 1111 EXPEDIA GROUP WAY W. |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/25/2021 |
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(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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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 |
| Performance Stock Units | $0.0000 | 2/25/2021 | | A | | 1072.0000 | | (1) | 2/15/2024 (1) | Common Stock | 1072.0000 | $0.0000 | 1072.0000 | D | |
| Restricted Stock Units | $0.0000 | 2/25/2021 | | A | | 3213.0000 | | 5/15/2021 (2) | 2/15/2025 | Common Stock | 3213.0000 | $0.0000 | 3213.0000 | D | |
| Restricted Stock Units | $0.0000 | 2/25/2021 | | A | | 622.0000 | | 12/1/2021 (3) | 12/1/2021 | Common Stock | 622.0000 | $0.0000 | 622.0000 | D | |
| Explanation of Responses: |
| (1) | Vesting of the 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, 2023. The "target" number of PSUs is reported. Between 0% and 200% of the target number of PSUs may vest on February 15, 2024 assuming continued employment through the applicable date and with the vesting percentage based on the applicable CAGR. |
| (2) | 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. |
| (3) | Restricted stock units vest in full on the date shown. |
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 | | 2/26/2021 |
| **Signature of Reporting Person | Date |
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