TripAdvisor Files 8-K on Shareholder Vote Matters

TL;DR

TRIP filed an 8-K for shareholder votes on June 18th.

AI Summary

TripAdvisor, Inc. filed an 8-K on June 20, 2025, reporting on matters submitted to a vote of its security holders as of June 18, 2025. The filing details the company's submission of specific proposals for shareholder approval.

Why It Matters

This filing indicates that TripAdvisor is seeking shareholder approval for certain corporate actions, which could impact the company's governance or strategic direction.

Risk Assessment

Risk Level: low — This is a routine filing to report on matters submitted for a shareholder vote, not indicating any immediate financial distress or significant operational change.

Key Players & Entities

• TripAdvisor, Inc. (company) — Registrant
• June 18, 2025 (date) — Date of earliest event reported
• June 20, 2025 (date) — Date of Report
• 400 1st Avenue Needham, MA 02494 (address) — Principal Executive Offices

FAQ

From the Filing

0000950170-25-088478.txt : 20250620 0000950170-25-088478.hdr.sgml : 20250620 20250620160127 ACCESSION NUMBER: 0000950170-25-088478 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 10 CONFORMED PERIOD OF REPORT: 20250618 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20250620 DATE AS OF CHANGE: 20250620 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TripAdvisor, Inc. CENTRAL INDEX KEY: 0001526520 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] ORGANIZATION NAME: 06 Technology EIN: 800743202 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35362 FILM NUMBER: 251061222 BUSINESS ADDRESS: STREET 1: 400 1ST AVENUE CITY: NEEDHAM STATE: MA ZIP: 02494 BUSINESS PHONE: 781-800-5800 MAIL ADDRESS: STREET 1: 400 1ST AVENUE CITY: NEEDHAM STATE: MA ZIP: 02494 8-K 1 trip-20250618.htm 8-K 8-K false 0001526520 0001526520 2025-06-18 2025-06-18     UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 2025 TRIPADVISOR, INC. (Exact Name of Registrant as Specified in Its Charter) Nevada 001-35362 80-0743202 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)       400 1st Avenue Needham , MA 02494 (Address of Principal Executive Offices) (Zip Code) ( 781 ) 800-5000 Registrant’s Telephone Number, Including Area Code Not Applicable (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock   TRIP   Nasdaq Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐     Item 5.07. Submission of Matters to a Vote of Security Holders . The annual meeting of stockholders of Tripadvisor, Inc., a Nevada corporation (the “Company”), was held on June 18, 2025 (the “Annual Meeting”). According to the inspector of elections, there were 96,621,776 shares of common stock, each entitled to one vote per share, present in person or represented by proxy at the Annual Meeting, which constituted a quorum for the transaction of business. The number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes with respect to each proposal voted upon at the Annual Meeting are set forth below. Proposal 1 — Election of Directors. The stockholders voted on the election of eight directors of the Company, each to serve for a one-year term from the date of his or her election and until such director’s successor is elected or until such director’s earlier r