TripAdvisor, Inc. — Director's Dealing 2013

Sep 12, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TripAdvisor, Inc. (TRIP)
CIK: 0001526520
Period of Report: 2013-09-09

Reporting Person: Kalvert Seth J (SVP, GC, Sec.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-09-09	Common stock	M	22669	$7.80	Acquired	26455	Direct
2013-09-09	Common stock	S	22669	$74.6246	Disposed	3786	Direct
2013-09-09	Common stock	M	10439	$23.76	Acquired	14225	Direct
2013-09-09	Common stock	S	10439	$74.6246	Disposed	3786	Direct
2013-09-09	Common stock	M	7078	$20.87	Acquired	10864	Direct
2013-09-09	Common stock	S	7078	$74.6246	Disposed	3786	Direct
2013-09-09	Common stock	A	5898	$28.86	Acquired	9684	Direct
2013-09-09	Common stock	S	5898	$74.6246	Disposed	3786	Direct
2013-09-09	Common stock	M	2359	$29.48	Acquired	6145	Direct
2013-09-09	Common stock	S	2359	$74.6246	Disposed	3786	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-09-09	Option to purchase common stock	$7.80	M	22669	Disposed	2016-03-02	Common Stock (22669)	Direct
2013-09-09	Option to purchase common stock	$23.76	M	10439	Disposed	2017-02-23	Common Stock (10439)	Direct
2013-09-09	Option to purchase common stock	$20.87	M	7078	Disposed	2018-03-01	Common Stock (7078)	Direct
2013-09-09	Option to purchase common stock	$28.86	M	5898	Disposed	2018-08-25	Common Stock (5898)	Direct
2013-09-09	Option to purchase common stock	$29.48	M	2359	Disposed	2018-11-30	Common Stock (2359)	Direct

Footnotes

F1: Date at which first vesting occurred is indicated. One-fourth of the total number of shares underlying this option vested on the first vesting date and an additional one-fourth on each anniversary thereafter until the option became fully vested.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $74.40 to $74.81, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.

F3: The reporting person's option exercise and sale reported in this Form 4 include shares sold in connection with the cashless exercise of options effected pursuant to Rule 10b5-1 trading plan previously adopted by the Reporting Person in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934.