Statement of Changes in Beneficial Ownership (4)
30 January 2021 - 8:29AM
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
*
Fogel Glenn D |
2. Issuer Name and Ticker or Trading Symbol
Booking Holdings Inc.
[
BKNG
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CEO and President |
(Last)
(First)
(Middle)
BOOKING HOLDINGS INC., 800 CONNECTICUT AVENUE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/28/2021 |
(Street)
NORWALK, CT 06854
(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 (1) | 1/28/2021 | | A | | 9156 | A | $0 | 47701 | D | |
Common Stock (2) | 1/28/2021 | | A | | 2695 | A | $0 | 50396 | 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 |
Explanation of Responses: |
(1) | On January 28, 2021, the Board of Directors of Booking Holdings Inc. adjusted the terms of the Performance Share Unit award granted in 2018 to Mr. Fogel (the "2018 PSUs") to set its payout at 1.33 times the number of "target" shares underlying the grant. The 2018 PSUs will vest in March 2021, subject to completion of continuous service until the vesting date. |
(2) | On January 28, 2021, the Board of Directors of Booking Holdings Inc. adjusted the terms of the Performance Share Unit award granted in 2019 to Mr. Fogel (the "2019 PSUs") to set its payout at 0.33 times the number of "target" shares underlying the grant. The 2019 PSUs will vest in March 2022, subject to completion of continuous service until the vesting date. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Fogel Glenn D BOOKING HOLDINGS INC. 800 CONNECTICUT AVENUE NORWALK, CT 06854 | X |
| CEO and President |
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Signatures
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/s/ Glenn D. Fogel | | 1/29/2021 |
**Signature of Reporting Person | Date |
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