TripAdvisor, Inc. — Director's Dealing 2018

Feb 27, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TripAdvisor, Inc. (TRIP)
CIK: 0001526520
Period of Report: 2018-02-22

Reporting Person: Halpin Dermot (President, VR and Attractions)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-02-22	Restricted Stock Units	$0	A	24009	Acquired	2022-02-15	Common Stock (24009)	Direct
2018-02-22	Stock Option (Right to Buy)	$41.65	A	28326	Acquired	2022-02-15	Common Stock (28326)	Direct
2018-02-22	Restricted Stock Units (TSR performance-based)	$0	A	12004	Acquired	2021-01-01	Common Stock, Par Value $.001 Per Share (12004)	Direct

Footnotes

F1: The Restricted Stock Units ("RSUs") vest and settle in four equal annual installments commencing on the first anniversary of the date of grant.

F2: The options vest and become exercisable in four equal annual installments commencing on the first anniversary of the date of grant.

F3: The actual number of performance-based RSUs ("PSUs") to vest and settle (with a target of 12,004 PSUs and maximum of 24,008 PSUs) will be based on the extent to which the Issuer's relative total shareholder return ("TSR") equals or exceeds the TSR of the Nasdaq Composite Total Return Index during the performance period beginning January 1, 2018 and ending December 31, 2020.

F4: These PSUs will vest and settle shortly following expiration of the performance period.