Statement of Changes in Beneficial Ownership (4)
05 January 2022 - 08:58AM
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
|
|
| 1. Name
and Address of Reporting Person * KHOSROWSHAHI DARA |
2. Issuer Name and Ticker or Trading
Symbol Expedia Group, Inc. [ EXPE ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director _____
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
|
|
(Last)
(First)
(Middle)
C/O EXPEDIA GROUP, INC., 1111 EXPEDIA GROUP WAY W. |
3. Date of Earliest Transaction (MM/DD/YYYY)
1/1/2022
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|
(Street)
SEATTLE, WA 98119
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
|
Code |
V |
Amount |
(A) or (D) |
Price |
|
Common Stock |
1/3/2022 |
|
S |
|
1300.0000 (1) |
D |
$182.6438 (2) |
330812.0000 |
D |
|
|
Common Stock |
1/3/2022 |
|
S |
|
4090.0000 (1) |
D |
$184.9120 (3) |
326722.0000 |
D |
|
|
Common Stock |
1/3/2022 |
|
S |
|
4710.0000 (1) |
D |
$184.1391 (4) |
322012.0000 |
D |
|
|
Common Stock |
1/3/2022 |
|
S |
|
4900.0000 (1) |
D |
$181.7826 (5) |
317112.0000 |
D |
|
|
Common Stock |
|
|
|
|
|
|
|
21910.0000 |
I |
By Children's Trust (6) |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
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 |
|
Stock Units |
(7) |
1/1/2022 |
|
A |
|
62.2510 (8) |
|
(9) |
(9) |
Common Stock |
62.2510 |
$0.0000 |
1208.7060 |
D |
|
| Explanation of
Responses: |
| (1) |
The sale was effected
pursuant to a Rule 10b5-1 trading plan adopted by Mr. Khosrowshahi
on December 1, 2021. |
| (2) |
The price in Column 4 is a
weighted average sale price. The prices actually received ranged
from $182.40 to $183.01. The reporting person will provide to the
issuer, any security holder of the issuer, or the SEC staff, upon
request, information regarding the number of shares sold at each
price within the range. |
| (3) |
The price in Column 4 is a
weighted average sale price. The prices actually received ranged
from $184.59 to $185.40. The reporting person will provide to the
issuer, any security holder of the issuer, or the SEC staff, upon
request, information regarding the number of shares sold at each
price within the range. |
| (4) |
The price in Column 4 is a
weighted average sale price. The prices actually received ranged
from $183.59 to $184.58. The reporting person will provide to the
issuer, any security holder of the issuer, or the SEC staff, upon
request, information regarding the number of shares sold at each
price within the range. |
| (5) |
The price in Column 4 is a
weighted average sale price. The prices actually received ranged
from $181.30 to $182.23. The reporting person will provide to the
issuer, any security holder of the issuer, or the SEC staff, upon
request, information regarding the number of shares sold at each
price within the range. |
| (6) |
The reporting person
disclaims beneficial ownership of these shares. |
| (7) |
Stock units are convertible
into common stock on a 1-for-1 basis. |
| (8) |
Represents stock units
accrued under the Expedia Group, Inc. Non-Employee Director
Deferred Compensation Plan in lieu of director cash compensation
for the quarter ended December 31, 2021. |
| (9) |
Stock units under the
Expedia Group, Inc. Non-Employee Director Deferred Compensation
Plan are to be settled in shares of common stock of Expedia Group,
Inc. after the reporting person's termination of services as a
director. |
Reporting
Owners
|
|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
KHOSROWSHAHI DARA
C/O EXPEDIA GROUP, INC.
1111 EXPEDIA GROUP WAY W.
SEATTLE, WA 98119 |
X |
|
|
|
Signatures
|
|
/s/ Michael S. Marron,
Attorney-in-fact |
|
1/4/2022 |
| **Signature of Reporting
Person |
Date |
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