Item 1. Financial Statements

Booking Holdings Inc.

CONSOLIDATED BALANCE SHEETS

(In millions, except per share data)

						March 31, 2026						December 31, 2025
						(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents						$	16,024					$	17,203
Accounts receivable, net (Allowance for expected credit losses of $145 and $137, respectively)						3,520						3,820
Prepaid expenses, net						619						611
Other current assets						771						630
Total current assets						20,934						22,264
Property and equipment, net						784						807
Operating lease assets						607						632
Intangible assets, net						882						918
Goodwill						2,662						2,669
Long-term investments						473						582
Other assets, net						1,378						1,392
Total assets						$	27,720					$	29,264
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable						$	4,131					$	5,094
Accrued expenses and other current liabilities						4,476						4,454
Deferred merchant bookings						8,189						5,270
Short-term debt						3,015						1,880
Total current liabilities						19,811						16,698
Operating lease liabilities						530						557
Other long-term liabilities						705						731
Long-term debt						15,398						16,856
Total liabilities						36,444						34,842
Commitments and contingencies (see Note 13)
Stockholders' deficit:
Common stock, $0.008 par value, Authorized shares: 25,000 Issued shares: 1,618 and 1,613, respectively						13						13
Treasury stock: 838 and 816 shares, respectively						(58,337)						(54,315)
Additional paid-in capital						8,490						8,344
Retained earnings						41,420						40,670
Accumulated other comprehensive loss						(310)						(290)
Total stockholders' deficit						(8,724)						(5,578)
Total liabilities and stockholders' deficit						$	27,720					$	29,264

See Notes to Unaudited Consolidated Financial Statements.

Booking Holdings Inc.

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

(In millions, except per share data)

												Three Months Ended March 31,
																		2026						2025
Merchant revenues																		$	3,698					$	2,918
Agency revenues																		1,528						1,564
Advertising and other revenues																		306						280
Total revenues																		5,532						4,762
Operating expenses:
Marketing expenses																		2,068						1,777
Sales and other expenses																		804						702
Personnel, including stock-based compensation of $141 and $142, respectively																		893						693
General and administrative																		100						142
Information technology																		240						200
Depreciation and amortization																		131						154
Transformation costs																		25						32
Total operating expenses																		4,261						3,700
Operating income																		1,271						1,062
Interest expense																		(253)						(649)
Interest and dividend income																		187						241
Other income (expense), net																		194						(258)
Income before income taxes																		1,399						396
Income tax expense																		316						63
Net income																		$	1,083					$	333
Net income applicable to common stockholders per basic common share																		$	1.37					$	0.41
Weighted-average number of basic common shares outstanding																		790						821
Net income applicable to common stockholders per diluted common share																		$	1.36					$	0.40
Weighted-average number of diluted common shares outstanding																		794						827

See Notes to Unaudited Consolidated Financial Statements.

Booking Holdings Inc.

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In millions)

												Three Months Ended March 31,
																		2026						2025
Net income																		$	1,083					$	333
Other comprehensive loss, net of tax (1)																		(20)						(12)
Comprehensive income																		$	1,063					$	321

(1) Consists of foreign currency translation adjustments (see Note 12).

See Notes to Unaudited Consolidated Financial Statements.

Booking Holdings Inc.

UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT

(In millions)

						Common Stock												Treasury Stock												Additional Paid-in Capital						Retained Earnings						Accumulated Other Comprehensive Loss						Total
						Shares						Amount						Shares						Amount
Three Months Ended March 31, 2026
Balance, December 31, 2025						1,613						$	13					(816)						$	(54,315)					$	8,344					$	40,670					$	(290)					$	(5,578)
Net income						—						—						—						—						—						1,083						—						1,083
Other comprehensive loss, net of tax						—						—						—						—						—						—						(20)						(20)
Exercise of stock options and vesting of restricted stock units and performance share units						5						—						—						—						—						—						—						—
Stock-based compensation						—						—						—						—						146						—						—						146
Repurchase of common stock						—						—						(22)						(4,022)						—						—						—						(4,022)
Dividends						—						—						—						—						—						(333)						—						(333)
Balance, March 31, 2026						1,618						$	13					(838)						$	(58,337)					$	8,490					$	41,420					$	(310)					$	(8,724)

Three Months Ended March 31, 2025
Balance, December 31, 2024						1,607						$	12					(783)						$	(47,877)					$	7,695					$	36,525					$	(375)					$	(4,020)
Net income						—						—						—						—						—						333						—						333
Other comprehensive loss, net of tax						—						—						—						—						—						—						(12)						(12)
Exercise of stock options and vesting of restricted stock units and performance share units						6						1						—						—						12						—						—						13
Stock-based compensation						—						—						—						—						147						—						—						147
Repurchase of common stock						—						—						(12)						(2,254)						—						—						—						(2,254)
Dividends						—						—						—						—						—						(319)						—						(319)
Balance, March 31, 2025						1,613						$	13					(795)						$	(50,131)					$	7,854					$	36,539					$	(387)					$	(6,112)

See Notes to Unaudited Consolidated Financial Statements.

Booking Holdings Inc.

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions)

						Three Months Ended March 31,
						2026						2025
OPERATING ACTIVITIES:
Net income						$	1,083					$	333
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization						131						154
Provision for expected credit losses and chargebacks						110						89
Deferred income taxes						54						(144)
Net losses (gains) on equity securities						110						(2)
Stock-based compensation expense						141						143
Operating lease amortization						32						30
Unrealized foreign currency transaction (gains) losses related to Euro-denominated debt						(333)						437
Amortization of debt discount and change in fair value of the conversion option related to the convertible senior notes						—						234
Other						5						(42)
Changes in assets and liabilities:
Accounts receivable						155						(99)
Prepaid expenses and other current assets						(66)						84
Deferred merchant bookings and other current liabilities						1,827						1,903
Other						(34)						163
Net cash provided by operating activities						3,215						3,283
INVESTING ACTIVITIES:
Additions to property and equipment						(107)						(121)
Other investing activities						—						3
Net cash used in investing activities						(107)						(118)
FINANCING ACTIVITIES:
Payments on maturity of debt						—						(1,530)
Payments for repurchase of common stock						(3,770)						(2,170)
Dividends paid						(343)						(319)
Other financing activities						87						52
Net cash used in financing activities						(4,026)						(3,967)
Effect of exchange rate changes on cash and cash equivalents and restricted cash and cash equivalents						(168)						222
Net decrease in cash and cash equivalents and restricted cash and cash equivalents						(1,086)						(580)
Total cash and cash equivalents and restricted cash and cash equivalents, beginning of period						17,269						16,193
Total cash and cash equivalents and restricted cash and cash equivalents, end of period						$	16,183					$	15,613

See Notes to Unaudited Consolidated Financial Statements.

Booking Holdings Inc.

Notes to Unaudited Consolidated Financial Statements

1. BASIS OF PRESENTATION

Management of Booking Holdings Inc. (the "Company") is responsible for the Unaudited Consolidated Financial Statements included in this document, which have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and include all normal and recurring adjustments that management of the Company considers necessary for a fair presentation of its financial position and operating results. The Company prepared the Unaudited Consolidated Financial Statements following the requirements of the Securities and Exchange Commission for interim reporting. As permitted under those rules, the Company condensed or omitted certain footnotes or other financial information that are normally required by U.S. GAAP for annual financial statements. These Unaudited Consolidated Financial Statements should be read in combination with the Consolidated Financial Statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2025. Revenues, expenses, assets, and liabilities can vary during each quarter of the year. Therefore, the results and trends in these interim financial statements may not be the same as those for any subsequent quarter or the full year.

Reclassification

Certain amounts from prior periods have been reclassified to conform to the current period presentation.

Stock Split

On April 2, 2026, the Company effected the 25-for-1 stock split of its common stock (the "Stock Split") with a proportionate increase in the number of shares of authorized common stock, as approved by the Company's Board of Directors (the "Board") in January 2026. The shares of common stock retained their par value of $0.008. All share and per share information has been retroactively adjusted to reflect the Stock Split.

Recent Accounting Pronouncements

See "Recent Accounting Pronouncements Adopted" and "Other Recent Accounting Pronouncements" in Note 2 to the Consolidated Financial Statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2025.

Measurement of Credit Losses for Accounts Receivable and Contract Assets

In July 2025, the Financial Accounting Standards Board issued an Accounting Standards Update to simplify the application of the current expected credit loss model for current accounts receivable and current contract assets under Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers. The update provides a practical expedient when estimating expected credit losses that assumes that current conditions as of the balance sheet date do not change for the remaining life of the asset. In the first quarter of 2026, the Company adopted the practical expedient and it did not have a material impact to its Consolidated Financial Statements.

2. REVENUES

Revenues by Type of Service

Approximately 89% and 88% of the Company's revenues for the three months ended March 31, 2026 and 2025, respectively, relate to online accommodation reservation services. Revenues from all other sources of online travel reservation services and advertising and other revenues each individually represent less than 10% of the Company's total revenues for each period.

Deferred Merchant Bookings

Cash payments received from travelers in advance of the Company completing its performance obligations are included in "Deferred merchant bookings" in the Company's Consolidated Balance Sheets and are comprised principally of amounts estimated to be payable to travel service providers as well as the Company's estimated future revenue for its commission or margin and fees. The amounts are mostly subject to refunds for cancellations.

3. STOCK-BASED COMPENSATION

Restricted stock units and performance share units granted by the Company during the three months ended March 31, 2026 had an aggregate grant-date fair value of $598 million. Restricted stock units and performance share units that vested during the three months ended March 31, 2026 had an aggregate fair value at vesting of $785 million. At March 31, 2026, there was $1.1 billion of estimated total future stock-based compensation expense related to unvested restricted stock units and performance share units to be recognized over a weighted-average period of 2.3 years.

The following table summarizes the activity in restricted stock units and performance share units during the three months ended March 31, 2026:

						Restricted Stock Units												Performance Share Units
(In thousands, except per share data)						Shares						Weighted-average Grant-date Fair Value Per Share						Shares						Weighted-average Grant-date Fair Value Per Share
Unvested at December 31, 2025						5,351						$159.84						3,852						$138.49
Granted						2,951						$166.15						640						$168.29
Vested						(2,767)						$145.64						(1,878)						$109.47
Performance shares adjustment (1)																		(68)						$172.36
Forfeited						(71)						$169.49						(16)						$114.59
Unvested at March 31, 2026						5,464						$170.32						2,530						$166.82

(1) Probable outcome for performance-based awards is updated based upon changes in actual and forecasted operating results and the impact of modifications, if any.

4. NET INCOME PER SHARE

The Company computes basic net income per share by dividing net income applicable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net income per share is based upon the weighted-average number of common and common equivalent shares outstanding during the period. Only dilutive common equivalent shares that decrease the net income per share are included in the computation of diluted net income per share.

Common equivalent shares related to stock options, restricted stock units, and performance share units are calculated using the treasury stock method. Performance share units are included in the weighted-average common equivalent shares based on the number of shares that would be issued if the end of the reporting period were the end of the performance period, if the result would be dilutive.

A reconciliation of the weighted-average number of shares outstanding used in calculating diluted net income per share is as follows:

												Three Months Ended March 31,
(In millions)																		2026						2025
Weighted-average number of basic common shares outstanding																		790						821
Weighted-average dilutive stock options, restricted stock units, and performance share units																		4						6
Weighted-average number of diluted common and common equivalent shares outstanding																		794						827

5. INVESTMENTS

The following table summarizes the Company's investments by major security type:

(In millions)						Cost						Gross Unrealized Gains / Upward Adjustments						Gross Unrealized Losses / Downward Adjustments						Carrying Value
March 31, 2026
Equity securities with readily determinable fair values						$	715					$	—					$	(394)					$	321
Equity securities of private entities						112						270						(230)						152
Total long-term investments						$	827					$	270					$	(624)					$	473
December 31, 2025
Equity securities with readily determinable fair values						$	715					$	11					$	(298)					$	428
Equity securities of private entities						111						270						(227)						154
Total long-term investments						$	826					$	281					$	(525)					$	582

6. FAIR VALUE MEASUREMENTS

There are three levels of inputs to valuation techniques used to measure fair value:

Level 1: Quoted prices in active markets that are accessible by the Company at the measurement date for identical assets and liabilities.

Level 2: Inputs that are observable, either directly or indirectly. Such prices may be based upon quoted prices for identical or comparable securities in active markets or inputs not quoted on active markets, but corroborated by market data.

Level 3: Unobservable inputs are used when little or no market data is available.

Assets and liabilities measured at fair value are classified in the categories described in the table below:

(In millions)						Level 1						Level 2						Level 3						Total
March 31, 2026
Recurring fair value measurements
ASSETS:
Money market fund investments and certificates of deposit						$	14,043					$	—					$	—					$	14,043
Equity securities						321						—						—						321
Foreign currency exchange derivatives						—						59						—						59
LIABILITIES:
Foreign currency exchange derivatives						$	—					$	86					$	—					$	86
Nonrecurring fair value measurements
Investments in equity securities of private entities						$	—					$	—					$	11					$	11
December 31, 2025
Recurring fair value measurements
ASSETS:
Money market fund investments and certificates of deposit						$	15,316					$	—					$	—					$	15,316
Equity securities						428						—						—						428
Foreign currency exchange derivatives						—						47						—						47
LIABILITIES:
Foreign currency exchange derivatives						$	—					$	40					$	—					$	40
Nonrecurring fair value measurements
Investments in equity securities of private entities						$	—					$	30					$	13					$	43
Long-lived assets (1)						—						—						179						179
Goodwill (1)						—						—						203						203

(1) Fair value measurement as of September 30, 2025. See Note 11 to the Consolidated Financial Statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2025 for additional information.

Investments

See Note 5 for additional information related to the Company's investments.

Derivatives

The Company reports the fair values of its derivative assets and liabilities on a gross basis in the Consolidated Balance Sheets in "Other current assets" and "Accrued expenses and other current liabilities," respectively. As of March 31, 2026 and December 31, 2025, the Company did not designate any derivatives as hedges for accounting purposes.

For the Company's foreign currency exchange derivatives outstanding as of March 31, 2026 and December 31, 2025, the notional amounts of the foreign currency purchases were $8.6 billion and $8.9 billion, respectively, and the notional amounts of the foreign currency sales were $4.8 billion and $6.0 billion, respectively. The notional amount of a foreign currency exchange derivative contract is the contracted amount of foreign currency to be exchanged and is not recorded in the balance sheets.

The effect of foreign currency exchange derivatives recorded in "Other income (expense), net" in the Unaudited Consolidated Statements of Operations is as follows:

												Three Months Ended March 31,
(In millions)																		2026						2025
(Losses) gains on foreign currency exchange derivatives																		$	(25)					$	59

Other Financial Assets and Liabilities

At March 31, 2026 and December 31, 2025, the Company's cash consisted of bank deposits. Cash equivalents principally include money market fund investments and certificates of deposit and their carrying value generally approximates the fair value as they are readily convertible to known amounts of cash. Other financial assets and liabilities, including restricted cash, accounts payable, accrued expenses, and deferred merchant bookings, are carried at cost which approximates their fair values because of the short-term nature of these items. Accounts receivable and other financial assets measured at amortized cost are carried at cost less an allowance for expected credit losses to present the net amount expected to be collected (see Note 7). See Note 9 for the fair value of the Company's outstanding senior notes.

7. ACCOUNTS RECEIVABLE AND OTHER FINANCIAL ASSETS

Accounts receivable in the Consolidated Balance Sheets at March 31, 2026 and December 31, 2025 includes receivables from customers of $1.9 billion and $2.1 billion, respectively, and receivables from payment processors and networks of $1.4 billion. The remaining balance principally relates to receivables from marketing affiliates. The amounts mentioned above are stated on a gross basis, before deducting the allowance for expected credit losses. In addition, the Company had prepayments to certain accommodation travel service provider customers of $97 million and $77 million primarily included in "Prepaid expenses, net" in the Consolidated Balance Sheets at March 31, 2026 and December 31, 2025, respectively.

The following table summarizes the activity of the allowance for expected credit losses on receivables:

						Three Months Ended March 31,
(In millions)						2026						2025
Balance, beginning of year						$	137					$	146
Provision charged to earnings						58						33
Write-offs and other adjustments						(50)						(42)
Balance, end of period						$	145					$	137

8. INTANGIBLE ASSETS AND GOODWILL

The carrying value of the Company's intangible assets, which consists primarily of trade names and supply and distribution agreements, was $882 million and $918 million at March 31, 2026 and December 31, 2025, respectively, and is stated net of accumulated amortization of $1.7 billion. Amortization expense of intangible assets was $36 million and $54 million for the three months ended March 31, 2026 and 2025, respectively.

The carrying value of the Company's goodwill at March 31, 2026 and December 31, 2025 was $2.7 billion and is stated net of cumulative impairment charges of $2.2 billion.

9. DEBT

See Note 12 to the Consolidated Financial Statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2025 for information related to the Company's debt.

Revolving Credit Facility

The Company's unsecured revolving credit facility extends a revolving line of credit of up to $2 billion to the Company. At March 31, 2026 and December 31, 2025, there were no borrowings outstanding and $12 million and $19 million, respectively, of letters of credit issued under the revolving credit facility.

Senior Notes

At March 31, 2026 and December 31, 2025, the Company had outstanding senior notes with varying maturities for an aggregate principal amount of $18.6 billion and $18.9 billion, respectively. The carrying values differ from the outstanding principal amounts due to unamortized debt discounts and debt issuance costs of $139 million and $146 million as of March 31, 2026 and December 31, 2025, respectively. At March 31, 2026, senior notes with an aggregate principal amount of $3.0 billion were payable within the next twelve months. The aggregate principal amount and carrying value of the Company's outstanding Euro-denominated debt at March 31, 2026 was $17.1 billion and $16.9 billion, respectively, and at December 31, 2025 was $17.4 billion and $17.2 billion, respectively.

At March 31, 2026 and December 31, 2025, the fair value of outstanding debt was approximately $18.2 billion and $18.9 billion, respectively, and was considered a "Level 2" fair value measurement, which was estimated based upon actual trades at the end of the reporting period or the most recent trade available (see Note 6). The fair value of the Company's debt differs from the outstanding principal amount at March 31, 2026 and December 31, 2025 primarily due to interest rate fluctuations.

Interest expense related to nonconvertible senior notes consists primarily of coupon interest expense of $169 million and $144 million for the three months ended March 31, 2026 and 2025, respectively.

The Company recognized the following activity related to the conversion option of the convertible senior notes that matured in May 2025 in its Unaudited Consolidated Statement of Operations:

(In millions)						Classification in Unaudited Consolidated Statement of Operations																								Three Months Ended
																								March 31, 2025
Change in fair value of the embedded derivative						Other income (expense), net																								$	158
Amortization of debt discount						Interest expense																								(392)
Total charges																														$	(234)

10. TREASURY STOCK AND DIVIDENDS

At March 31, 2026, the Company had a total remaining authorization of $18.2 billion related to the $20 billion share repurchase program authorized by the Board in 2025. Additionally, the Board has given the Company the general authorization to repurchase shares of its common stock withheld to satisfy employee withholding tax obligations related to stock-based compensation.

The following table summarizes the Company's stock repurchase activities:

(In millions)												Three Months Ended March 31,
															2026												2025
																											Shares						Amount						Shares						Amount
Authorized stock repurchase programs																														20						$	3,667					9						$	1,763
General authorization for shares withheld on stock award vesting																														2						355						3						491
Total																														22						$	4,022					12						$	2,254

The cash remitted for shares withheld on stock award vesting is included in financing activities in the Unaudited Consolidated Statements of Cash Flows and may differ from the aggregate cost of the shares withheld for taxes for each period due to the timing in remitting the taxes. As of March 31, 2026 and December 31, 2025, the Company recorded estimated liabilities of $84 million and $52 million, respectively, related to excise taxes on share repurchases, which are included in "Accrued expenses and other current liabilities" in the Consolidated Balance Sheets.

During the three months ended March 31, 2026 and 2025, the Board declared quarterly cash dividends of $0.42 and $0.38, respectively, per share of common stock and the Company paid $343 million and $319 million, respectively, in total cash dividends. In April 2026, the Board declared a cash dividend of $0.42 per share of common stock, payable on June 30, 2026 to stockholders of record as of the close of business on June 5, 2026.

11. INCOME TAXES

Income tax expense consists of U.S. and international income taxes, determined using an estimate of the Company's annual effective tax rate, which is based upon the applicable tax rates and tax laws of the countries in which the income is generated.

The Company's effective tax rate for the three months ended March 31, 2026 was 22.6% compared to 15.8% for the three months ended March 31, 2025. Excluding discrete items recorded in the three months ended March 31, 2026, the Company's 2026 effective tax rate differs from the U.S. federal statutory tax rate of 21%, primarily due to the benefit of the Netherlands Innovation Box Tax (discussed below), partially offset by higher international tax rates, a valuation allowance relating to the carryforward of U.S. Federal interest expense, certain non-deductible expenses, and U.S. federal and state tax associated with the Company's international earnings. The Company's 2025 effective tax rate differed from the U.S. federal statutory tax rate of 21%, primarily due to the benefit of the Netherlands Innovation Box Tax, partially offset by higher international tax rates, U.S. federal and state tax associated with the Company's international earnings, and non-deductible expenses related to the May 2025 Notes.

The Company's effective tax rate for the three months ended March 31, 2026 was higher than the effective tax rate for the three months ended March 31, 2025, primarily due to lower discrete tax benefits related to stock-based compensation and a valuation allowance relating to the carryforward of U.S. Federal interest expense, partially offset by certain other lower discrete tax expenses and lower U.S. federal tax associated with the Company's international earnings.

In July 2025, the One Big Beautiful Bill Act (the "BBB Act") was enacted into law in the U.S. The BBB Act made changes to certain international, foreign tax credit, and domestic tax provisions in the U.S. effective in 2025 and 2026. Certain provisions of the BBB Act that are effective in 2026 and impact the Company's effective tax rate include U.S. interest expense limitation rules and utilization of additional foreign tax credits in calculating U.S. federal tax related to the Company's international earnings.

During the three months ended March 31, 2026 and 2025, a majority of the Company's income was reported in the Netherlands, where Booking.com is based. According to Dutch corporate income tax law, income generated from qualifying innovative activities is taxed at a rate of 9% ("Innovation Box Tax") rather than the Dutch statutory rate of 25.8%. A portion of Booking.com's earnings during the three months ended March 31, 2026 and 2025 qualified for Innovation Box Tax treatment, which had a beneficial impact on the Company's effective tax rates for these periods.

The aggregate amount of unrecognized tax benefits for all matters at March 31, 2026 and December 31, 2025 was $254 million and $250 million, respectively. As of March 31, 2026, net unrecognized tax benefits of $244 million, if recognized, would impact the effective tax rate. As of March 31, 2026 and December 31, 2025, total gross interest and penalties accrued was $8 million and $7 million, respectively. The majority of unrecognized tax benefits are included in "Other assets, net" in the Unaudited Consolidated Balance Sheet as of March 31, 2026.

12. CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS BY COMPONENT

The table below presents the changes in the balances of accumulated other comprehensive loss ("AOCI") by component:

(In millions)						Foreign currency translation adjustments																																																Total AOCI, net of tax
			Foreign currency translation												Net investment hedges
			Before tax						Tax						Before tax						Tax
Three Months Ended March 31, 2026
Balance, December 31, 2025						$	(343)					$	50					$	15					$	(12)																																																											$	(290)
Other comprehensive (loss) income ("OCI") for the period						(73)						53						—						—																																																												(20)
Balance, March 31, 2026						$	(416)					$	103					$	15					$	(12)																																																											$	(310)

Three Months Ended March 31, 2025
Balance, December 31, 2024						$	(769)					$	130					$	356					$	(92)																																																											$	(375)
OCI for the period						127						(41)						(129)						31																																																												(12)
Balance, March 31, 2025						$	(642)					$	89					$	227					$	(61)																																																											$	(387)

In 2025 and certain earlier periods, the Company designated certain portions of the aggregate principal value of the Euro-denominated debt (see Note 9) as a hedge of the foreign currency exposure of the net investment in certain Euro functional currency subsidiaries. For the three months ended March 31, 2025, the portion of Euro-denominated debt designated as a net investment hedge ranged in value from $2.9 billion to $4.0 billion.

13. COMMITMENTS AND CONTINGENCIES

Competition and Consumer Protection Reviews

The Company is and has been the subject of investigations or inquiries by national competition authorities and other authorities regarding competition law matters, consumer protection issues, and other areas, such as with respect to the scope of its contractual parity provisions with partners, pricing tools or programs offered to partners, or the ranking criteria used in displaying results to consumers, and from time to time has made commitments regarding future business practices or activities. For example, the Company has previously made voluntary commitments related to showing prices inclusive of all mandatory taxes and charges, providing information about the effect of money earned on search result rankings, and adjusting how discounts and statements concerning popularity or availability are shown. Some investigations have resulted in fines and the Company could incur additional fines and/or be restricted in certain of its business practices in the future. For example, in April 2026, the Italian Competition and Consumer Authority opened an investigation into whether certain Booking.com business practices adversely affect consumers. In 2024 Booking.com settled a competition investigation with the same authority regarding whether certain business practices adversely affected hotels and other online travel agencies by offering commitments on future business practices. To the extent that investigations or inquiries result in additional commitments, fines, damages, or other remedies or changes to its business, the Company's business, financial condition, and results of operations could be harmed.

In 2024, the Comisión Nacional de los Mercados y la Competencia in Spain (the "CNMC") imposed a fine and restricted certain of Booking.com's business practices such as those relating to contractual parity provisions and the ranking criteria that Booking.com can use to determine how to rank hotels in its display to consumers. Booking.com does not agree with the rationale stated in the decision and the restrictions imposed, and has filed an appeal. In February 2025, the Spanish National Court ruled that the CNMC decision, including payment of the fine, is suspended pending the outcome of the appeal. The CNMC and certain third parties have sought to clarify the scope of the court's ruling, including its suspensory effect. Although the Company disagrees with the rationale stated in the CNMC decision, it recorded a liability for this matter with $476 million and $485 million included in "Other long-term liabilities" in the Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025, respectively.

In 2017, the Swiss Price Surveillance Office (the "Swiss PSO") opened an investigation into the level of commissions of Booking.com in Switzerland. In 2025, Booking.com received a negative decision ordering a reduction of its average commission level for hotels located in Switzerland, which Booking.com disagrees with and has appealed. The Swiss PSO order is suspended pending the outcome of the appeal, and the ordered reduction in commissions would only be effective for a three-year period after a negative final judgment. The French Directorate General for Competition Policy, Consumer Affairs, and Fraud Control ("DGCCRF") opened separate investigations into Booking.com and Agoda relating to certain business practices. Booking.com changed certain of its business practices in accordance with the DGCCRF's final order. The DGCCRF issued a final order to Agoda to change certain of its business practices by October 2026 and additional discussions with the DGCCRF regarding its implementation are ongoing. In June 2025, the Hellenic Competition Commission (in Greece) opened a formal investigation into whether certain practices by Booking.com may produce adverse effects for hotels and other online travel agencies and discussions with that Commission are ongoing. In August 2025, the Hungarian Competition Authority opened an investigation into whether certain practices by Booking.com may mislead consumers and discussions with that Authority are ongoing. If any of the investigations were to find that the Company's practices violated the respective laws, or as part of a negotiated resolution, the Company may face significant fines, restrictions on its business practices, follow-on investigations or litigation, and/or be required to make other commitments.

The Company is unable to predict how any current or future investigations or litigation may be resolved or the long-term impact of any such resolution on its business. For example, competition and consumer-law-related investigations, legislation, judgments, or issues have in the past resulted in and could in the future result in private litigation. The Company is currently involved in such litigation and/or aware of such potential litigation. For example, German hotels have filed parity-related claims against Booking.com and that litigation is ongoing. Additionally, hotel associations, consumer associations, and law firms in various jurisdictions, including in Spain, France, and the United Kingdom, have promoted potential class actions on behalf of European hotels and consumers against Booking.com relating to the historical use of contractual parity provisions. In the Netherlands, two Dutch foundations recently filed such claims on behalf of European hotels and consumers, respectively, with the consumer claim further alleging that Booking.com and Agoda employed misleading practices. The Company has defended against and intends to continue to defend itself against such claims. However, class action and mass claim litigation, whether related to competition, consumer, privacy, or other claims, can be time-consuming, costly, and unpredictable, regardless of merit. There may be evolving jurisprudence and less experience with such matters in certain of the markets where the Company is or may be involved in such litigation, making outcomes less certain and harder to forecast. If the Company were to be found liable, it could result in, among other things, payment of damages, commitments to change certain business practices, or reputational damage, any of which could harm the Company's business, results of operations, brands, or competitive position.

Tax Matters

The Company is involved in various tax-related audits, investigations, and litigation relating to income taxes, value-added taxes, travel transaction taxes (e.g., hotel occupancy taxes), withholding taxes, and other taxes. During the quarter ended March 31, 2026, an audit commenced of the Company's refund claim relating to its 2018 federal one-time deemed repatriation liability, resulting from a 2024 U.S. Tax Court decision in Varian Medical Systems, Inc. vs. Commissioner.

Any taxes or assessments in excess of the Company's tax provisions, including the resolution of any tax proceedings or litigation, could have a material adverse impact on the Company's results of operations, cash flows, and financial condition. In some cases, assessments may be significantly in excess of the Company's tax provisions, particularly in instances where the Company does not agree with the tax authority's assessment of how the tax laws may apply to the Company's business.

Other Matters

Beginning in 2014, Booking.com B.V. received several letters from the Netherlands Pension Fund for the Travel Industry (Reiswerk) ("BPF") claiming that it was required to participate in the mandatory pension scheme of the BPF with retroactive effect to 1999, which has a higher contribution rate than the pension scheme it historically participated in. BPF instituted legal proceedings against Booking.com B.V. (which were continued by BPF's legal successor, Pension Fund PGB ("PGB")) and, in January 2024, a Dutch Court of Appeal ruled that Booking.com B.V. is required to participate in the mandatory pension scheme of the PGB with retroactive effect to 1999. Booking.com B.V. appealed the decision but, after a final ruling by the Dutch Supreme Court in March 2025, changed its pension scheme going forward and with retroactive effect to 1999, in line with the outcome of the litigation and arrangement with PGB. In the first quarter of 2025, the Company reduced the pension liability to reflect the arrangement with PGB which became effective during the period. The impact of the reduction in the pension liability of $170 million is recorded in "Personnel" expenses in the Unaudited Consolidated Statement of Operations for the three months ended March 31, 2025. There may be additional claims with respect to the eligibility of certain employees in scope of the scheme, which may result in certain additional costs.

From time to time, the Company notifies the competent data protection authority, such as the Dutch data protection authority in accordance with its obligations under the General Data Protection Regulation, of certain data security incidents. For example, in April 2026 Booking.com notified certain data protection authorities when it detected that unauthorized third parties were able to access certain guests' booking information. Booking.com remediated the issue and is cooperating with relevant authorities. Additionally, in April 2026 OpenTable made a preliminary notification to certain data protection authorities after detecting that a restaurant partner accessed certain diner information (not including reservation or financial data) without authorization. The Company's investigation is ongoing. The Company is likely to face follow-on investigations or litigation, and may receive a fine or be required to make commitments to data protection authorities, consumers, or partners following notification of a data security incident.

The Company has been, is currently, and expects to continue to be, subject to legal proceedings and claims in the ordinary course of business, including claims of alleged infringement of third-party intellectual property rights. Such claims could result in the expenditure of significant financial and managerial resources, divert management's attention, and adversely affect the Company's business, reputation, results of operations, and cash flows.

In the first quarter of 2026, the Company entered into favorable settlement agreements to resolve litigation matters in which it was a plaintiff, for which it received a benefit of $89 million. The benefit is recorded in "General and administrative" expenses in the Unaudited Consolidated Statement of Operations for the three months ended March 31, 2026.

The Company accrues for certain other legal contingencies where it is probable that a loss has been incurred and the amount can be reasonably estimated. Such accrued amounts are not material to the Company's balance sheets and provisions recorded have not been material to the Company's results of operations or cash flows.

Other Contractual Obligations and Contingencies

The Company had $1.1 billion and $874 million of standby letters of credit and bank guarantees issued on its behalf as of March 31, 2026 and December 31, 2025, respectively, including those issued under the revolving credit facility (see Note 9). These were obtained primarily for regulatory purposes and in connection with certain of the litigation matters disclosed above.

Booking.com facilitates the provision of partner liability insurance underwritten by third-party insurance providers, to protect certain alternative accommodation partners against liability claims and lawsuits for bodily injury or property damage that occur during a stay. While this partner liability insurance program, if applicable to the claim, provides coverage up to $1 million per occurrence (subject to limitations and exclusions), the Company retains certain potential financial risks and could be required to pay amounts in excess of policy limit.

14. SEGMENT REPORTING

See Note 17 to the Consolidated Financial Statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2025 for additional information on the Company's segment reporting. The following table presents information on the Company's reportable segment:

												Three Months Ended March 31,
(In millions)																		2026						2025
Total revenues																		$	5,532					$	4,762
Marketing expenses																		2,068						1,777
Sales and other expenses																		818						702
Personnel expenses																		834						789
Other segment items																		550						451
Segment Adjusted EBITDA less Capex																		$	1,262					$	1,043

The following table presents the reconciliation of the Company's segment Adjusted EBITDA less Capex to Income before income taxes:

												Three Months Ended March 31,
(In millions)																		2026						2025
Segment Adjusted EBITDA less Capex																		$	1,262					$	1,043
Additions to property and equipment																		82						110
Adjustment related to the Netherlands pension fund matter (1)																		—						129
Gain related to settlement of litigation matters (1)																		89						—
Depreciation and amortization (2)																		(131)						(154)
Transformation costs (3)																		(23)						(32)
Interest expense (2)																		(253)						(649)
Interest and dividend income (2)																		187						241
Net (losses) gains on equity securities (4)																		(107)						3
Foreign currency transaction gains (losses) on the remeasurement of certain Euro-denominated debt and accrued interest and gains on debt-related foreign currency derivative instruments (4)																		333						(389)
Change in fair value of the conversion option related to the convertible senior notes (5)																		—						158
Other (6)																		(40)						(64)
Income before income taxes																		$	1,399					$	396

(1) See Note 13 for additional information.

(2) See the Unaudited Consolidated Statements of Operations.

(3) See Note 17 for additional information.

(4) See Note 15 for additional information.

(5) See Note 9 for additional information.

(6) Primarily consists of the expenses of corporate headquarters and certain other functional departments.

Stock-based compensation included in the determination of segment Adjusted EBITDA less Capex was $126 million and $130 million for the three months ended March 31, 2026 and 2025, respectively.

15. OTHER INCOME (EXPENSE), NET

The components of other income (expense), net were as follows:

												Three Months Ended March 31,
(In millions)																		2026						2025
Foreign currency transaction gains (losses) (1)																		$	302					$	(420)
Change in fair value of the conversion option related to the convertible senior notes (2)																		—						158
Other (3)																		(108)						4
Other income (expense), net																		$	194					$	(258)

(1) Foreign currency transaction gains (losses) include gains of $333 million and losses of $437 million for the three months ended March 31, 2026 and 2025, respectively, related to Euro-denominated debt and accrued interest that were not designated as net investment hedges (see Note 12). Foreign currency transaction gains (losses) also include gains and losses related to derivative contracts (see Note 6).

(2) See Note 9 for additional information.

(3) Includes net losses on equity securities with readily determinable fair values of $107 million for the three months ended March 31, 2026. See Note 5 for additional information.

16. SUPPLEMENTAL CASH FLOW INFORMATION

As of March 31, 2026 and December 31, 2025, cash and cash equivalents reported in the Consolidated Balance Sheets differ from the amounts of total cash and cash equivalents and restricted cash and cash equivalents as shown in the Unaudited Consolidated Statements of Cash Flows due to restricted cash and cash equivalents of $159 million and $66 million, respectively, which are primarily related to certain cash payments received from travelers on behalf of travel service providers and included in "Other current assets" in the Consolidated Balance Sheets.

Noncash investing activity related to additions to property and equipment, including stock-based compensation and accrued liabilities, was $18 million and $24 million for the three months ended March 31, 2026 and 2025, respectively. See Note 10 for additional information on noncash financing activity related to share repurchases.

During the three months ended March 31, 2026 and 2025, the Company made income tax payments of $226 million and $138 million, respectively, and interest payments of $272 million and $275 million, respectively.

17. TRANSFORMATION COSTS

In the fourth quarter of 2024, the Company began the implementation of certain organizational changes as part of a transformation program and currently expects that the restructuring costs and accelerated investments related to the program will largely be incurred by the end of 2026. For the three months ended March 31, 2026 and 2025, Transformation costs primarily consisted of professional fees.