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TripAdvisor, Inc.

For the period ended Sep 30, 2026. Filed Nov 5, 2026.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 5, 2026

TRIP$7.00-5.1%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30,2026

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number:001-35362

(Exact name of registrant as specified in its charter)

Nevada80-0743202
(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.)

400 1 st Avenue

Needham, MA 02494

(Address of principal executive office) (Zip Code)

Registrant’s telephone number, including area code:

(781)800-5000

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolName of each exchange on which registered
Common stockTRIPNasdaq

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No☒

ClassOutstanding Shares at October 30, 2026
Common Stock, $0.001 par value per share117,826,453 shares

Tripadvisor, Inc.

Form 10-Q

For the Quarter Ended September 30, 2026

Table of Contents

Page
Part I—Financial Information
Item 1. Unaudited Condensed Consolidated Financial Statements
Unaudited Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2026 and 20253
Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Nine Months Ended September 30, 2026 and 20254
Unaudited Condensed Consolidated Balance Sheets at September 30, 2026 and December 31, 20255
Unaudited Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three and Nine Months Ended September 30, 2026 and 20256
Unaudited Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2026 and 20259
Notes to Unaudited Condensed Consolidated Financial Statements10
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations29
Item 3. Quantitative and Qualitative Disclosures about Market Risk47
Item 4. Controls and Procedures48
Part II—Other Information
Item 1. Legal Proceedings48
Item 1A. Risk Factors48
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds48
Item 3. Defaults Upon Senior Securities49
Item 4. Mine Safety Disclosures49
Item 5. Other Information49
Item 6. Exhibits50
Signatures51

PART I – FINANCIAL INFORMATION

Item 1. Unaudited Condensed Consolidated Financial Statements

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in millions, except per share amounts)

Three months ended · Nine months ended
September 30,September 30,
2026202520262025
Revenue (Note 4)$436.4$490.8$1,204.1$1,319.3
Costs and expenses:
Cost of sales (exclusive of depreciation and amortization as shown separately below)37.336.295.394.8
Marketing213.0212.4589.6573.3
Personnel (including stock-based compensation of $15.3, $25.7, $50.5 and $77.1, respectively)94.0123.8298.7371.6
Technology22.921.966.062.9
General and administrative16.614.442.337.9
Depreciation and amortization18.918.756.553.5
Impairment of goodwill (Note 6)369.5—369.5—
Restructuring and other related reorganization costs (Note 7)0.90.37.89.6
Total costs and expenses773.1427.71,525.71,203.6
Operating income (loss)(336.7)63.1(321.6)115.7
Other income (expense):
Interest expense(15.3)(17.5)(46.1)(46.5)
Interest income5.810.318.830.3
Other income (expense), net0.1(0.2)1.5(9.3)
Total other income (expense), net(9.4)(7.4)(25.8)(25.5)
Income (loss) before income taxes(346.1)55.7(347.4)90.2
(Provision) benefit for income taxes (Note 9)29.2(7.2)22.7(7.8)
Net income (loss) from continuing operations(316.9)48.5(324.7)82.4
Net income (loss) from discontinued operations, net of tax (Note 3)3.84.71.6(4.2)
Net income (loss)$(313.1)$53.2$(323.1)$78.2
Net income (loss) per share attributable to common stockholders from continuing operations (Note 13):
Basic$(2.70)$0.42$(2.79)$0.65
Diluted$(2.70)$0.39$(2.79)$0.62
Net income (loss) per share attributable to common stockholders from discontinued operations (Note 13):
Basic$0.03$0.04$0.01$(0.03)
Diluted$0.03$0.04$0.01$(0.03)
Net income (loss) per share attributable to common stockholders (Note 13):
Basic$(2.66)$0.46$(2.77)$0.61
Diluted$(2.66)$0.43$(2.77)$0.59
Weighted average common shares outstanding (Note 13):
Basic117.5116.4116.5127.5
Diluted117.5123.7116.5133.7

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in millions)

Three months ended · Nine months ended
September 30,September 30,
2026202520262025
Net income (loss)$(313.1)$53.2$(323.1)$78.2
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments, net of tax (1)(1.4)(1.1)(11.0)43.8
Total other comprehensive income (loss), net of tax(1.4)(1.1)(11.0)43.8
Comprehensive income (loss)$(314.5)$52.1$(334.1)$122.0

(1)Deferred income tax liabilities related to these amounts were not material.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.