secwatch / observer

TripAdvisor, Inc. — fact timeline

Source-grounded facts extracted from TripAdvisor, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

TRIP TripAdvisor, Inc. JSON
Material Agreements

TripAdvisor, Inc. entered into Put Option Agreement with American Express Travel Related Services Company, Inc. valued at $700 million (effective 2026-06-14).

“On June 14, 2026, TripAdvisor, Inc., a Nevada corporation (the “ Company ”), entered into a put option agreement (the “ Put Option Agreement ”) with American Express Travel Related Services Company, Inc., a New York corporation (“ Buyer ”).”
Earnings Releases

TripAdvisor, Inc. reported preliminary financial results for the quarter ended March 31, 2026.

“On May 7, 2026, Tripadvisor, Inc. issued a press release announcing its preliminary financial results for the quarter ended March 31, 2026.”
Governance Changes

TripAdvisor, Inc.: Amended and Restated Bylaws effective March 22, 2026, permitting stockholder action by written consent and adding provisions for stockholders to call special meetings (effective 2026-03-22).

“Effective March 22, 2026, the Board approved and the Company is filing herewith as Exhibit 3.01 Amended and Restated Bylaws (the “ A&R Bylaws ”), which supersede and replace the Company’s existing bylaws in their entirety effective as of such date. The A&R Bylaws were amended to, among other things, (i) permit stockholder action by written consent and provide that any action required or permitted to be taken at any annual or special meeting of stockholders may be taken without a meeting, without prior notice, if a consent in writing, setting forth the action so taken, is signed by the holders of outstanding stock having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all of the shares entitled to vote thereon were present and voted, and (ii) add provisions that permit stockholders to cause the Company to call a special meeting of stockholders.”
Restructurings & Charges

TripAdvisor, Inc. announced a restructuring with charges of approximately $35 million to $40 million.

“The Company estimates that it will incur charges of approximately $35 million to $40 million in connection with these actions, primarily consisting of cash expenditures for employee severance payments, employee benefits and other related costs.”
M&A Transactions

TripAdvisor, Inc. underwent a change of control (closed 2025-04-29).

“As a result of the Transactions, TRIP is no longer a “controlled company” within the meaning of the listing rules of the Nasdaq Stock Market LLC.”
M&A Transactions

TripAdvisor, Inc. completed an acquisition involving Liberty TripAdvisor Holdings, Inc. for approximately $430 million (closed 2025-04-29).

“with their terms, with the remaining approximately $4 million to be redeemed within approximately 30 days post-close. The aggregate transaction value was approximately $430 million, based on the April 28, 2025 closing price of Tripadvisor shares of $12.82. At the time of close, Liberty TripAdvisor owned 14,023,684 shares of Tripadvisor common stock”
Debt Financings

TripAdvisor, Inc. incurred term loan of $350.0 million with JPMorgan Chase Bank, N.A., as Administrative Agent at SOFR plus 2.75% maturing July 8, 2031.

“The Amendment provides for a $350.0 million upsize to the Company’s existing term loan B credit facility maturing July 8, 2031, with an interest rate based on SOFR plus 2.75% (the “Tack-On Incremental Term Loan B Facility”).”
Earnings Releases

TripAdvisor, Inc. reported first quarter ended March 31, 2024 results: revenue $395 million, net income Net loss of $59 million, or $0.43 loss per share.

“Tripadvisor, Inc. (Nasdaq: TRIP) (“Tripadvisor” or the “Company”) today announced financial results for the first quarter ended March 31, 2024. • Revenue of $395 million, reflecting year-over-year growth of 6%. • Net loss of $59 million, or $0.43 loss per share, which includes the net impact of $42 million in incremental income tax expense, a result of a previously communicated IRS audit settlement.”
Earnings Releases

TripAdvisor, Inc. reported year ended December 31, 2023 results: revenue $1,788 million, net income $10 million, EPS $0.08.

“Revenue for the fourth quarter was $390 million, reflecting year-over-year growth of 10%. Revenue for the full year was $1,788 million, reflecting year-over-year growth of 20%. • Net income for the fourth quarter was $32 million, or $0.22 diluted EPS. Net income for the full year was $10 million, or $0.08 diluted EPS.”
Earnings Releases

TripAdvisor, Inc. reported fourth quarter ended December 31, 2023 results: revenue $390 million, net income $32 million, EPS $0.22.

“Revenue for the fourth quarter was $390 million, reflecting year-over-year growth of 10%. Revenue for the full year was $1,788 million, reflecting year-over-year growth of 20%. • Net income for the fourth quarter was $32 million, or $0.22 diluted EPS. Net income for the full year was $10 million, or $0.08 diluted EPS.”
Earnings Releases

TripAdvisor, Inc. reported preliminary financial results for three and nine months ended September 30, 2023.

“On November 6, 2023, Tripadvisor, Inc. issued a press release announcing its preliminary financial results for the three and nine months ended September 30, 2023.”
Earnings Releases

TripAdvisor, Inc. reported preliminary financial results for three and six months ended June 30, 2023.

“On August 2, 2023, Tripadvisor, Inc. issued a press release announcing its preliminary financial results for the three and six months ended June 30, 2023.”
Debt Financings

TripAdvisor, Inc. amended revolving credit of $500 million with JPMorgan Chase Bank, N.A., as Administrative Agent maturing June 29, 2028.

“The Restated Credit Agreement provides for a $500.0 million revolving credit facility maturing June 29, 2028.”
Material Agreements

TripAdvisor, Inc. amended Restated Credit Agreement with JPMorgan Chase Bank, N.A. and the other Lenders party thereto valued at $500.0 million (effective 2023-06-29).

“On June 29, 2023, Tripadvisor, Inc., a Delaware corporation (the “Company”), Tripadvisor Holdings, LLC, a Massachusetts limited liability company (“Holdings”), and Tripadvisor LLC, a Delaware limited liability company (“Tripadvisor”), entered into the Amendment and Restatement Agreement (the “Restated Credit Agreement”), among the Company, Holdings, Tripadvisor, the other Borrowers party thereto, the Lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent.”
Shareholder Votes

TripAdvisor, Inc. shareholders approved Approval of the Tripadvisor, Inc. 2023 Stock and Annual Incentive Plan at the 2023-06-06 meeting.

“Proposal 4 — Approval of the Tripadvisor, Inc. 2023 Stock and Annual Incentive Plan”
Shareholder Votes

TripAdvisor, Inc. shareholders approved Approval of the redomestication of the Company to the State of Nevada by conversion at the 2023-06-06 meeting.

“Accordingly, the Redomestication was approved and the resolution of the Board of Directors was adopted.”
Shareholder Votes

TripAdvisor, Inc. shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2023-06-06 meeting.

“Accordingly, the appointment of independent registered public accounting firm was ratified.”
Shareholder Votes

TripAdvisor, Inc. shareholders approved Election of Directors at the 2023-06-06 meeting.

“Proposal 1 — Election of Directors. The stockholders voted on the election of ten directors of the Company”
Earnings Releases

TripAdvisor, Inc. reported quarter ended March 31, 2023 results: revenue $371 million, net income $73 million, EPS $0.52 loss per share.

“MA, May 3, 2023 — Tripadvisor, Inc. (Nasdaq: TRIP) (“Tripadvisor” or the “Company”) today announced financial results for the first quarter ended March 31, 2023. • Revenue of $371 million, reflecting year over year growth of 42%. Excluding the impact of currency exchange rate fluctuations, year over year growth was approximately 46%. • Net loss of $73 million, or”
Earnings Releases

TripAdvisor, Inc. reported preliminary financial results for the quarter and year ended December 31, 2022.

“On February 14, 2023, Tripadvisor, Inc. issued a press release announcing its preliminary financial results for the quarter and year ended December 31, 2022.”

Kanika Soni resigned as Chief Commercial Officer at TripAdvisor, Inc..

“On November 28, 2022, TripAdvisor, Inc. (the “Company”) and Kanika Soni agreed that Ms. Soni will leave her position as Chief Commercial Officer of the Company, effective January 15, 2023.”

Michael Noonan was appointed as Senior Vice President and Chief Financial Officer at TripAdvisor, Inc..

“On October 11, 2022, the Company announced that Michael Noonan will join the Company as Senior Vice President and Chief Financial Officer on or before October 31, 2022 (the “Effective Date”).”

Matthew Goldberg was appointed as President and Chief Executive Officer at TripAdvisor, Inc..

“On May 4, 2022, the Company announced that Matthew Goldberg will join the Company as President and Chief Executive Officer on or before July 1, 2022 (the “Effective Date”).”

Lindsay Nelson resigned as Chief Brand and Marketing Officer at TripAdvisor, Inc..

“Lindsay Nelson have agreed that Ms. Nelson will leave her position as Chief Brand and Marketing Officer of the Company effective January 9, 2022.”

Stephen Kaufer departed as Co-Founder and CEO at TripAdvisor, Inc..

“On November 8, 2021, Tripadvisor, Inc., a Delaware corporation (the “Company”), announced that Co-Founder and CEO Stephen Kaufer will step down from his position at Tripadvisor in 2022.”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.