SEC Form 4 · accession 0001179110-15-004423
Booking Holdings Inc. · BKNG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Chris Soder
Officer — CEO, North American Travel
Period of report
Mar 4, 2015
Accepted (ET)
Mar 6, 2015 · 4:38 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001075531
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 4, 2015 | A | 7,122 | $0.00 | A | 18,832 | D | |
| Common StockF2 | Mar 4, 2015 | F | 3,448 | $1,242.03 | D | 15,384 | D | |
| Common StockF3,F4 | Mar 5, 2015 | S | 650 | $1,225.61 | D | 14,734 | D | |
| Common StockF3,F5 | Mar 5, 2015 | S | 200 | $1,229.15 | D | 14,534 | D | |
| Common StockF3,F6 | Mar 5, 2015 | S | 400 | $1,230.38 | D | 14,134 | D | |
| Common StockF3 | Mar 5, 2015 | S | 37 | $1,231.73 | D | 14,097 | D | |
| Common StockF3,F7 | Mar 5, 2015 | S | 400 | $1,234.15 | D | 13,697 | D | |
| Common StockF3,F8 | Mar 5, 2015 | S | 300 | $1,235.06 | D | 13,397 | D | |
| Common StockF3,F9 | Mar 5, 2015 | S | 325 | $1,236.18 | D | 13,072 | D | |
| Common StockF3,F10 | Mar 5, 2015 | S | 429 | $1,237.18 | D | 12,643 | D | |
| Common StockF3,F11 | Mar 5, 2015 | S | 600 | $1,238.04 | D | 12,043 | D | |
| Common StockF3,F12 | Mar 5, 2015 | S | 503 | $1,239.55 | D | 11,540 | D | |
| Common StockF3,F13 | Mar 5, 2015 | S | 200 | $1,240.25 | D | 11,340 | D | |
| Common StockF3 | Mar 5, 2015 | S | 100 | $1,241.25 | D | 11,240 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This reports the vesting of certain performance share units, originally granted on March 4, 2012. 3,561 of these shares were previously reported on a Form 4 filed on March 6, 2012, and are reported again due to the vesting of those shares, plus an additional 3,561 shares that such March 6, 2012 Form 4 indicated could be issued upon achievement of certain performance goals. The total securities owned has also been updated to reflect this vesting and the prior reporting.
- F10Represents the weighted average sales price. The range of prices received for the reported transactions was $1,236.88 - $1,237.57. Upon request by the Commission staff, The Priceline Group will provide full information regarding the number of shares sold at each separate price.
- F11Represents the weighted average sales price. The range of prices received for the reported transactions was $1,237.88 - $1,238.21. Upon request by the Commission staff, The Priceline Group will provide full information regarding the number of shares sold at each separate price.
- F12Represents the weighted average sales price. The range of prices received for the reported transactions was $1,239.02 - $1,240.00. Upon request by the Commission staff, The Priceline Group will provide full information regarding the number of shares sold at each separate price.
- F13Represents the weighted average sales price. The range of prices received for the reported transactions was $1,240.24 - $1,240.27. Upon request by the Commission staff, The Priceline Group will provide full information regarding the number of shares sold at each separate price.
- F2On March 4, 2015, 3,448 shares were withheld to satisfy certain tax withholding obligations related to the vesting of performance share units.
- F3The shares were sold pursuant to a sales plan, dated December 2, 2014, which complies with the requirements of Rule 10b5-1(c)(1) under the Securities Exchange Act of 1934, as amended.
- F4Represents the weighted average sales price. The range of prices received for the reported transactions was $1,225.30 - $1,225.80. Upon request by the Commission staff, The Priceline Group will provide full information regarding the number of shares sold at each separate price.
- F5Represents the weighted average sales price. The range of prices received for the reported transactions was $1,228.99 - $1,229.31. Upon request by the Commission staff, The Priceline Group will provide full information regarding the number of shares sold at each separate price.
- F6Represents the weighted average sales price. The range of prices received for the reported transactions was $1,230.05 - $1,230.74. Upon request by the Commission staff, The Priceline Group will provide full information regarding the number of shares sold at each separate price.
- F7Represents the weighted average sales price. The range of prices received for the reported transactions was $1,233.62 - $1,234.43. Upon request by the Commission staff, The Priceline Group will provide full information regarding the number of shares sold at each separate price.
- F8Represents the weighted average sales price. The range of prices received for the reported transactions was $1,234.73 - $1,235.54. Upon request by the Commission staff, The Priceline Group will provide full information regarding the number of shares sold at each separate price.
- F9Represents the weighted average sales price. The range of prices received for the reported transactions was $1,235.84 - $1,236.61. Upon request by the Commission staff, The Priceline Group will provide full information regarding the number of shares sold at each separate price.