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 September 30, 2025

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 of Incorporation)(I.R.S. Employer Identification No.)

1111 Expedia Group Way W.

Seattle, Washington 98119

(Address of principal executive office, including zip code)

(206) 481-7200

(Registrant’s telephone number, including area code)

__________________________________

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

Title of each classTrading symbolName exchange on which registered
Common stock, $0.0001 par valueEXPEThe Nasdaq Global Select Market

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 ☒

As of October 24, 2025, the following shares of the registrant’s common stock were outstanding:

Common stock, $0.0001 par value per share117,009,063shares
Class B common stock, $0.0001 par value per share5,523,452shares

Expedia Group, Inc.

Form 10-Q

For the Quarter Ended September 30, 2025

Contents

Part IFinancial Information
Item 1Consolidated Financial Statements
Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2025 and 2024 (unaudited)2
Consolidated Statements of Comprehensive Income (Loss) for the Three and Nine Months Ended September 30, 2025 and 2024 (unaudited)3
Consolidated Balance Sheets as of September 30, 2025 (unaudited) and December 31, 20244
Consolidated Statements of Stockholders Equity for the Three and Nine Months Ended September 30, 2025 and 2024 (unaudited)5
Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 2024 (unaudited)7
Notes to Consolidated Financial Statements (unaudited)8
Item 2Management’s Discussion and Analysis of Financial Condition and Results of Operations23
Item 3Quantitative and Qualitative Disclosures about Market Risk37
Item 4Controls and Procedures38
Part IIOther Information
Item 1Legal Proceedings39
Item 1ARisk Factors40
Item 2Unregistered Sales of Equity Securities and Use of Proceeds40
Item 5Other Information40
Item 6Exhibits41
Signature42

Next: Item 1. Consolidated Financial Statements