Cover and table of contents

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Cover and table of contents

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 June 30, 2024

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: 001-37429

EXPEDIA GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware20-2705720
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

1111 Expedia Group Way W.

Seattle, WA 98119

(Address of principal executive office) (Zip Code)

(206) 481-7200

(Registrant’s telephone number, including area code)

__________________________________

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 ☒

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

Title of each classTrading symbol(s)Name of each exchange on which registered
Common stock, $0.0001 par valueEXPEThe Nasdaq Global Select Market

The number of shares outstanding of each of the registrant’s classes of common stock as of July 26, 2024 was:

Common stock, $0.0001 par value per share124,655,998shares
Class B common stock, $0.0001 par value per share5,523,452shares

Expedia Group, Inc.

Form 10-Q

For the Quarter Ended June 30, 2024

Contents

Part IFinancial Information
Item 1Consolidated Financial Statements
Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2024 and 2023 (unaudited)2
Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2024 and 2023 (unaudited)3
Consolidated Balance Sheets as of June 30, 2024 (unaudited) and December 31, 20234
Consolidated Statements of Stockholders Equity for the Three and Six Months Ended June 30, 2024 and 2023 (unaudited)5
Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2024 and 2023 (unaudited)7
Notes to Consolidated Financial Statements (unaudited)8
Item 2Management’s Discussion and Analysis of Financial Condition and Results of Operations20
Item 3Quantitative and Qualitative Disclosures about Market Risk34
Item 4Controls and Procedures35
Part IIOther Information
Item 1Legal Proceedings36
Item 1ARisk Factors37
Item 2Unregistered Sales of Equity Securities and Use of Proceeds37
Item 5Other Information37
Item 6Exhibits38
Signature39

Next: Item 1. Consolidated Financial Statements