Item 1. Consolidated Financial Statements
103K characters. Original on sec.gov · Markdown
Item 1. Consolidated Financial Statements
EXPEDIA GROUP, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In millions, except share and per share data)
(Unaudited)
| Three months ended June 30, | Six months ended June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Revenue | $ | 4,315 | $ | 3,786 | $ | 7,741 | $ | 6,774 | |||||||||||||||
| Costs and expenses: | |||||||||||||||||||||||
| Cost of revenue (exclusive of depreciation and amortization shown separately below) (1) | 403 | 377 | 780 | 734 | |||||||||||||||||||
| Selling and marketing - direct | 2,119 | 1,920 | 3,975 | 3,677 | |||||||||||||||||||
| Selling and marketing - indirect (1) | 217 | 213 | 419 | 412 | |||||||||||||||||||
| Technology and content (1) | 325 | 325 | 649 | 645 | |||||||||||||||||||
| General and administrative (1) | 204 | 197 | 400 | 377 | |||||||||||||||||||
| Depreciation and amortization | 228 | 223 | 456 | 442 | |||||||||||||||||||
| Legal reserves, occupancy tax and other | 6 | 2 | (58) | 2 | |||||||||||||||||||
| Restructuring and related reorganization charges(1) | 13 | 44 | 69 | 70 | |||||||||||||||||||
| Operating income | 800 | 485 | 1,051 | 415 | |||||||||||||||||||
| Other income (expense): | |||||||||||||||||||||||
| Interest income | 73 | 74 | 133 | 128 | |||||||||||||||||||
| Interest expense | (61) | (58) | (172) | (116) | |||||||||||||||||||
| Other, net | 215 | (78) | 40 | (221) | |||||||||||||||||||
| Total other income (expense), net | 227 | (62) | 1 | (209) | |||||||||||||||||||
| Income before income taxes | 1,027 | 423 | 1,052 | 206 | |||||||||||||||||||
| Provision for income taxes | (152) | (101) | (189) | (81) | |||||||||||||||||||
| Net income | 875 | 322 | 863 | 125 | |||||||||||||||||||
| Net loss attributable to non-controlling interests | 3 | 8 | 9 | 5 | |||||||||||||||||||
| Net income attributable to Expedia Group, Inc. | $ | 878 | $ | 330 | $ | 872 | $ | 130 | |||||||||||||||
| Earnings per share attributable to Expedia Group, Inc. available to common stockholders: | |||||||||||||||||||||||
| Basic | $ | 7.30 | $ | 2.61 | $ | 7.21 | $ | 1.02 | |||||||||||||||
| Diluted | 7.16 | 2.48 | 7.05 | 0.96 | |||||||||||||||||||
| Shares used in computing earnings (loss) per share (000's): | |||||||||||||||||||||||
| Basic | 120,223 | 126,453 | 121,027 | 127,541 | |||||||||||||||||||
| Diluted | 122,552 | 132,809 | 123,763 | 134,296 |
| (1) Includes stock-based compensation as follows: | |||||||||||||||||||||||
| Cost of revenue | $ | 4 | $ | 4 | $ | 8 | $ | 7 | |||||||||||||||
| Selling and marketing | 24 | 23 | 42 | 43 | |||||||||||||||||||
| Technology and content | 40 | 39 | 78 | 77 | |||||||||||||||||||
| General and administrative | 44 | 36 | 83 | 73 | |||||||||||||||||||
| Restructuring and related reorganization charges | 2 | 3 | 6 | 3 |
See accompanying notes.
EXPEDIA GROUP, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(In millions)
(Unaudited)
| Three months ended June 30, | Six months ended June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Net income | $ | 875 | $ | 322 | $ | 863 | $ | 125 | |||||||||||||||
| Other comprehensive income (loss): | |||||||||||||||||||||||
| Currency translation adjustments, net of tax(1) | 2 | 40 | (26) | 55 | |||||||||||||||||||
| Net unrealized gains (losses) on cash flow hedges, net of tax(2) | (1) | — | 30 | — | |||||||||||||||||||
| Change in unrealized losses on available for sale securities, net of tax | (1) | — | (2) | — | |||||||||||||||||||
| Total other comprehensive income | — | 40 | 2 | 55 | |||||||||||||||||||
| Comprehensive income | 875 | 362 | 865 | 180 | |||||||||||||||||||
| Less: Comprehensive income (loss) attributable to non-controlling interests | (4) | (1) | (11) | 5 | |||||||||||||||||||
| Comprehensive income attributable to Expedia Group, Inc. | $ | 879 | $ | 363 | $ | 876 | $ | 175 |
(1)Currency translation adjustments include tax benefit of approximately $3 million and tax expense of $1 million for the three and six months ended June 30, 2026 and tax expense of approximately $1 million for the three and six months ended June 30, 2025.
(2)Net unrealized gains (losses) on cash flow hedges include tax benefit of less than $1 million and tax expense of approximately $9 million for the three and six months ended June 30, 2026.
See accompanying notes.
EXPEDIA GROUP, INC.
CONSOLIDATED BALANCE SHEETS
(In millions, except number of shares, which are reflected in thousands, and par value)
| June 30, 2026 | December 31, 2025 | ||||||||||
| (Unaudited) | |||||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 6,682 | $ | 5,413 | |||||||
| Restricted cash and cash equivalents | 2,402 | 1,563 | |||||||||
| Short-term investments | 445 | 320 | |||||||||
| Accounts receivable, net of allowance of $95 and $74 | 5,780 | 4,166 | |||||||||
| Income taxes receivable | 50 | 38 | |||||||||
| Prepaid expenses and other current assets | 943 | 699 | |||||||||
| Total current assets | 16,302 | 12,199 | |||||||||
| Property and equipment, net | 2,438 | 2,447 | |||||||||
| Operating lease right-of-use assets | 269 | 296 | |||||||||
| Long-term investments and other assets | 1,804 | 1,387 | |||||||||
| Deferred income taxes | 346 | 432 | |||||||||
| Intangible assets, net | 878 | 819 | |||||||||
| Goodwill | 7,024 | 6,872 | |||||||||
| TOTAL ASSETS | $ | 29,061 | $ | 24,452 | |||||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||||||
| Current liabilities: | |||||||||||
| Accounts payable, merchant | $ | 2,465 | $ | 2,188 | |||||||
| Accounts payable, other | 1,328 | 1,103 | |||||||||
| Deferred merchant bookings | 15,426 | 10,428 | |||||||||
| Deferred revenue | 175 | 163 | |||||||||
| Income taxes payable | 55 | 56 | |||||||||
| Accrued expenses and other current liabilities | 905 | 1,027 | |||||||||
| Current maturities of long-term debt | — | 1,692 | |||||||||
| Total current liabilities | 20,354 | 16,657 | |||||||||
| Long-term debt, excluding current maturities | 5,459 | 4,469 | |||||||||
| Deferred income taxes | 19 | 20 | |||||||||
| Operating lease liabilities | 226 | 254 | |||||||||
| Other long-term liabilities | 532 | 505 | |||||||||
| Commitments and contingencies | |||||||||||
| Stockholders’ equity: | |||||||||||
| Common stock: $.0001 par value; Authorized shares: 1,600,000 | — | — | |||||||||
| Shares issued: 293,809 and 291,448; Shares outstanding: 114,473 and 116,975 | |||||||||||
| Class B common stock: $.0001 par value; Authorized shares: 400,000 | — | — | |||||||||
| Shares issued: 12,800 and 12,800; Shares outstanding: 5,523 and 5,523 | |||||||||||
| Additional paid-in capital | 16,783 | 16,565 | |||||||||
| Treasury stock - Common stock and Class B, at cost; Shares 186,613 and 181,749 | (17,839) | (16,786) | |||||||||
| Retained earnings | 2,452 | 1,696 | |||||||||
| Accumulated other comprehensive income (loss) | (187) | (191) | |||||||||
| Total Expedia Group, Inc. stockholders’ equity | 1,209 | 1,284 | |||||||||
| Non-redeemable non-controlling interests | 1,262 | 1,263 | |||||||||
| Total stockholders’ equity | 2,471 | 2,547 | |||||||||
| TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | 29,061 | $ | 24,452 |
See accompanying notes.
EXPEDIA GROUP, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(In millions, except share and per share data)
(Unaudited)
| Three months ended June 30, 2025 | Common stock | Class B common stock | Additional paid-in capital | Treasury stock - Common and Class B | Retained earnings | Accumulated other comprehensive income (loss) | Non-redeemable non-controlling interest | Total | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of March 31, 2025 | 288,477,142 | $ | — | 12,799,999 | $ | — | $ | 16,184 | 173,533,787 | $ | (15,243) | $ | 351 | $ | (220) | $ | 1,249 | $ | 2,321 | |||||||||||||||||||||||||||||||||||||||||||||||||
| Net income (loss) | 330 | (8) | 322 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income, net of taxes | 33 | 7 | 40 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Payment of dividends to stockholders (declared at $0.40 per share) | — | (51) | (51) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Proceeds from exercise of equity instruments and employee stock purchase plans | 872,358 | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Treasury stock activity related to vesting of equity instruments | 299,177 | (51) | (51) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Common stock repurchases | 3,824,293 | (627) | (627) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other changes in ownership of non-controlling interests | 1 | 2 | 3 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Stock-based compensation expense | 132 | 132 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other | — | (3) | (3) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of June 30, 2025 | 289,349,500 | $ | — | 12,799,999 | — | 16,317 | 177,657,257 | $ | (15,924) | $ | 630 | $ | (187) | $ | 1,250 | $ | 2,086 |
| Six months ended June 30, 2025 | Common stock | Class B common stock | Additional paid-in capital | Treasury stock - Common and Class B | Retained earnings | Accumulated other comprehensive income (loss) | Non-redeemable non-controlling interest | Total | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of December 31, 2024 | 287,508,795 | $ | — | 12,799,999 | $ | — | $ | 16,043 | 171,514,683 | $ | (14,856) | $ | 602 | $ | (232) | $ | 1,242 | $ | 2,799 | |||||||||||||||||||||||||||||||||||||||||||||||||
| Net income (loss) | 130 | (5) | 125 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income, net of taxes | 45 | 10 | 55 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Payment of dividends to stockholders (declared at $0.80 per share) | (102) | (102) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Proceeds from exercise of equity instruments and employee stock purchase plans | 1,840,705 | — | 25 | 25 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Treasury stock activity related to vesting of equity instruments | 576,166 | (105) | (105) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Common stock repurchases | 5,566,408 | (957) | (957) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other changes in ownership of non-controlling interests | 1 | 3 | 4 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Stock-based compensation expense | 248 | 248 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other | — | (6) | (6) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of June 30, 2025 | 289,349,500 | $ | — | 12,799,999 | $ | — | $ | 16,317 | 177,657,257 | $ | (15,924) | $ | 630 | $ | (187) | $ | 1,250 | $ | 2,086 |
| Three months ended June 30, 2026 | Common stock | Class B common stock | Additional paid-in capital | Treasury stock - Common and Class B | Retained earnings | Accumulated other comprehensive income (loss) | Non-redeemable non-controlling interest | Total | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of March 31, 2026 | 292,659,018 | $ | — | 12,799,999 | $ | — | $ | 16,709 | 185,459,145 | $ | (17,577) | $ | 1,632 | $ | (188) | $ | 1,260 | $ | 1,836 | |||||||||||||||||||||||||||||||||||||||||||||||||
| Net income (loss) | 878 | (3) | 875 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income (loss), net of taxes | 1 | (1) | — | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Payment of dividends to stockholders (declared at $0.48 per share) | (58) | (58) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Proceeds from exercise of equity instruments and employee stock purchase plans | 1,150,429 | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Withholding taxes for stock options | (65) | (65) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Treasury stock activity related to vesting of equity instruments | 270,496 | (59) | (59) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Common stock repurchases | 883,479 | (200) | (200) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other changes in ownership of non-controlling interests | (2) | 6 | 4 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Stock-based compensation expense | 142 | 142 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other | (1) | (3) | (4) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of June 30, 2026 | 293,809,447 | $ | — | 12,799,999 | $ | — | $ | 16,783 | 186,613,120 | $ | (17,839) | $ | 2,452 | $ | (187) | $ | 1,262 | $ | 2,471 |
| Six months ended June 30, 2026 | Common stock | Class B common stock | Additional paid-in capital | Treasury stock - Common and Class B | Retained earnings | Accumulated other comprehensive income (loss) | Non-redeemable non-controlling interest | Total | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of December 31, 2025 | 291,447,577 | $ | — | 12,799,999 | $ | — | $ | 16,565 | 181,749,380 | $ | (16,786) | $ | 1,696 | $ | (191) | $ | 1,263 | $ | 2,547 | |||||||||||||||||||||||||||||||||||||||||||||||||
| Net income (loss) | 872 | (9) | 863 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income (loss), net of taxes | 4 | (2) | 2 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Payment of dividends to stockholders (declared at $0.96 per share) | (116) | (116) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Proceeds from exercise of equity instruments and employee stock purchase plans | 2,361,870 | — | 25 | 25 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Withholding taxes for stock options | (65) | (65) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Treasury stock activity related to vesting of equity instruments | 675,297 | (147) | (147) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Common stock repurchases | 4,188,443 | (900) | (900) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other changes in ownership of non-controlling interests | (4) | 10 | 6 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Stock-based compensation expense | 262 | 262 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Other | — | (6) | (6) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of June 30, 2026 | 293,809,447 | $ | — | 12,799,999 | $ | — | $ | 16,783 | 186,613,120 | $ | (17,839) | $ | 2,452 | $ | (187) | $ | 1,262 | $ | 2,471 |
+See accompanying notes.
EXPEDIA GROUP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions)
(Unaudited)
| Six months ended June 30, | |||||||||||
| 2026 | 2025 | ||||||||||
| Operating activities: | |||||||||||
| Net income | $ | 863 | $ | 125 | |||||||
| Adjustments to reconcile net income to net cash provided by operating activities: | |||||||||||
| Depreciation of property and equipment, including internal-use software and website development | 438 | 420 | |||||||||
| Amortization of intangible assets | 18 | 22 | |||||||||
| Amortization of stock-based compensation | 217 | 203 | |||||||||
| Deferred income taxes | 83 | 1 | |||||||||
| Foreign exchange (gain) loss on cash, restricted cash and short-term investments, net | 31 | (137) | |||||||||
| Realized (gain) loss on foreign currency forwards, net | 185 | (160) | |||||||||
| (Gain) loss on minority equity investments, net | (125) | 258 | |||||||||
| Other, net | 32 | 43 | |||||||||
| Changes in operating assets and liabilities: | |||||||||||
| Accounts receivable | (1,654) | (1,759) | |||||||||
| Prepaid expenses and other assets | (230) | (250) | |||||||||
| Accounts payable, merchant | 283 | 119 | |||||||||
| Accounts payable, other, accrued expenses and other liabilities | 282 | 296 | |||||||||
| Tax payable/receivable, net | (12) | (6) | |||||||||
| Deferred merchant bookings | 4,998 | 4,898 | |||||||||
| Net cash provided by operating activities | 5,409 | 4,073 | |||||||||
| Investing activities: | |||||||||||
| Capital expenditures, including internal-use software and website development | (383) | (396) | |||||||||
| Purchases of investments | (760) | (428) | |||||||||
| Sales and maturities of investments | 335 | 441 | |||||||||
| Proceeds from exchange of cross-currency interest rate swaps | 692 | — | |||||||||
| Payments for exchange of cross-currency interest rate swaps | (692) | — | |||||||||
| Acquisitions and other, net | (400) | 163 | |||||||||
| Net cash used in investing activities | (1,208) | (220) | |||||||||
| Financing activities: | |||||||||||
| Proceeds from issuance of long-term debt, net of issuance costs | 986 | 985 | |||||||||
| Payments related to long-term debt | (1,828) | (1,044) | |||||||||
| Purchases of treasury stock | (1,058) | (1,072) | |||||||||
| Payment of dividends to stockholders | (116) | (102) | |||||||||
| Proceeds from exercise of equity awards and employee stock purchase plan | 25 | 25 | |||||||||
| Other, net | (66) | 28 | |||||||||
| Net cash used in financing activities | (2,057) | (1,180) | |||||||||
| Effect of exchange rate changes on cash, cash equivalents and restricted cash and cash equivalents | (36) | 208 | |||||||||
| Net increase in cash, cash equivalents and restricted cash and cash equivalents | 2,108 | 2,881 | |||||||||
| Cash, cash equivalents and restricted cash and cash equivalents at beginning of period | 6,976 | 5,574 | |||||||||
| Cash, cash equivalents and restricted cash and cash equivalents at end of period | $ | 9,084 | $ | 8,455 | |||||||
| Supplemental cash flow information | |||||||||||
| Cash paid for interest | $ | 112 | $ | 100 | |||||||
| Income tax payments, net | 113 | 86 |
See accompanying notes.
Notes to Consolidated Financial Statements
June 30, 2026
(Unaudited)
Note 1 – Basis of Presentation
These accompanying financial statements present Expedia Group, Inc.’s results of operations, financial position and cash flows on a consolidated basis. We refer to Expedia Group, Inc. and its subsidiaries collectively as “Expedia Group,” the “Company,” “us,” “we” and “our” in these consolidated financial statements. The unaudited consolidated financial statements include Expedia Group, Inc., our wholly-owned subsidiaries, and entities we control, or in which we have a variable interest and are the primary beneficiary of expected cash profits or losses. We record our investments in entities that we do not control, but over which we have the ability to exercise significant influence, using the equity method or at fair value. We have eliminated significant intercompany transactions and accounts.
We have prepared the accompanying unaudited consolidated financial statements in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting. We have included all adjustments necessary for a fair presentation of the results of the interim period. These adjustments consist of normal recurring items. Our interim unaudited consolidated financial statements are not necessarily indicative of results that may be expected for any other interim period or for the full year. These interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2025 (“2025 Form 10-K”), previously filed with the Securities and Exchange Commission (“SEC”).
Accounting Estimates
We use estimates and assumptions in the preparation of our interim unaudited consolidated financial statements in accordance with GAAP. Our estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of our interim unaudited consolidated financial statements. These estimates and assumptions also affect the reported amount of net income or loss during any period. Our actual financial results could differ significantly from these estimates. The significant estimates underlying our interim unaudited consolidated financial statements include revenue recognition; recoverability of current and long-lived assets, intangible assets and goodwill; income and transactional taxes, such as potential settlements related to occupancy and excise taxes; loss contingencies; deferred loyalty rewards; stock-based compensation; and accounting for derivative instruments.
Reclassifications
We have reclassified prior period financial statements to conform to the current period presentation.
Seasonality
We generally experience seasonal fluctuations in the demand for our travel services. For example, traditional leisure travel bookings are generally the highest in the first three quarters as travelers plan and book their spring, summer and winter holiday travel. The number of bookings typically decreases in the fourth quarter. Since revenue for most of our travel services, including merchant and agency hotel, is recognized as the travel takes place rather than when it is booked, revenue typically lags bookings by several weeks for our hotel business and can be several months or more for our alternative accommodations business. Historically, Vrbo has seen seasonally stronger bookings in the first quarter of the year, with the relevant stays occurring during the peak summer travel months. The seasonal revenue impact is exacerbated with respect to income by the nature of our variable cost of revenue and direct sales and marketing costs, which we typically realize in closer alignment to booking volumes, and the more stable nature of our fixed costs. As a result on a consolidated basis, revenue and income are typically the lowest in the first quarter and highest in the third quarter.
Note 2 – Summary of Significant Accounting Policies
Recent Accounting Policies Not Yet Adopted
In November 2024, the FASB issued new guidance expanding disclosure requirements related to certain income statement expenses. The guidance requires tabular footnote disclosure of certain operating expenses disaggregated into categories, such as employee compensation, depreciation, and intangible asset amortization, included within each interim and annual income statement’s expense caption, as applicable. The effective date is for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. We are in the process of evaluating the impact of adopting this new guidance on our consolidated financial statement disclosures.
Notes to Consolidated Financial Statements – (Continued)
In September 2025, the FASB issued new guidance related to accounting for internal-use software, which updates the cost capitalization threshold for internal-use software development costs by removing all references to software project development stages and providing new guidance on how to evaluate whether the probable-to-complete recognition threshold has been met. The effective date is for annual periods beginning after December 15, 2027, and interim periods within those annual reporting periods. Early application is permitted as of the beginning of an annual reporting period and the transition method may be prospective, modified, or retrospective. We are in the process of evaluating the impact of adopting this new guidance on our consolidated financial statements and disclosures.
Significant Accounting Policies
Below are the significant accounting policies with interim disclosure requirements as well as new accounting policies. For a comprehensive description of our accounting policies, refer to our 2025 Form 10-K.
Revenue
Prepaid Merchant Bookings. We classify payments made to suppliers in advance of Vrbo performance obligations as prepaid merchant bookings included within prepaid and other current assets. Prepaid merchant bookings was $488 million as of June 30, 2026 and $313 million as of December 31, 2025.
Deferred Merchant Bookings. We classify cash payments received in advance of our performance obligations as deferred merchant bookings. At December 31, 2025, $9.3 billion of advance cash payments was reported within deferred merchant bookings, $6.6 billion of which was recognized resulting in $891 million of revenue during the six months ended June 30, 2026. At June 30, 2026, the related balance was $14.4 billion.
At December 31, 2025, $1.1 billion of deferred loyalty rewards related to internally administered loyalty programs was reported within deferred merchant bookings, $561 million of which was recognized within revenue during the six months ended June 30, 2026. At June 30, 2026, the related balance was $1.1 billion.
Deferred Revenue. At December 31, 2025, $163 million was recorded as deferred revenue, $95 million of which was recognized as revenue during the six months ended June 30, 2026. At June 30, 2026, the related balance was $175 million.
Practical Expedients and Exemptions. We have used the portfolio approach to account for our loyalty points as the rewards programs share similar characteristics within each program in relation to the value provided to the traveler and their breakage patterns. Using this portfolio approach is not expected to differ materially from applying the guidance to individual contracts. However, we will continue to assess and refine, if necessary, how a portfolio within each rewards program is defined.
We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed.
Cash, Restricted Cash, and Cash Equivalents
Our cash and cash equivalents include cash and liquid financial instruments, including money market funds and term deposit investments, with maturities of three months or less when purchased. Restricted cash includes cash and cash equivalents that is restricted through legal contracts, regulations or our intention to use the cash for a specific purpose. Our restricted cash primarily relates to certain traveler deposits and to a lesser extent collateral for office leases. The following table reconciles cash, cash equivalents and restricted cash and cash equivalents reported in our consolidated balance sheets to the total amount presented in our consolidated statements of cash flows:
| June 30, 2026 | December 31, 2025 | ||||||||||
| (in millions) | |||||||||||
| Cash and cash equivalents | $ | 6,682 | $ | 5,413 | |||||||
| Restricted cash and cash equivalents | 2,402 | 1,563 | |||||||||
| Total cash, cash equivalents and restricted cash and cash equivalents in the consolidated statements of cash flows | $ | 9,084 | $ | 6,976 |
Accounts Receivable and Allowances
Accounts receivable are generally due within thirty days and are recorded net of an allowance for expected uncollectible amounts. We consider accounts outstanding longer than the contractual payment terms as past due. The risk characteristics we generally review when analyzing our accounts receivable pools primarily include the type of receivable (for example, credit card vs hotel collect), collection terms and historical or expected credit loss patterns. For each pool, we make estimates of
Notes to Consolidated Financial Statements – (Continued)
expected credit losses for our allowance by considering a number of factors, including the length of time trade accounts receivable are past due, previous loss history continually updated for new collections data, the credit quality of our customers, current economic conditions, reasonable and supportable forecasts of future economic conditions and other factors that may affect our ability to collect from customers. The provision for estimated credit losses is recorded as cost of revenue in our consolidated statements of operations. During the six months ended June 30, 2026, we recorded approximately $30 million of incremental allowance for expected uncollectible accounts, offset by $9 million of write-offs.
Derivatives
Cash Flow Hedges. In the first quarter of 2026, we initiated a foreign exchange cash flow hedging program to minimize the effects of foreign currency fluctuations on future revenue. We generally hedge a portion of our forecasted foreign currency exposures associated with revenue using forward contracts with maturities up to 18 months. These forward contracts are designated as cash flow hedges.
The gain or loss on derivative instruments designated as cash flow hedges of forecasted foreign currency revenue is initially reported as a component of accumulated other comprehensive income (“AOCI”) and reclassified into revenue in our consolidated statements of operations in the same period the forecasted transaction effects earnings. We do not exclude any components in the assessment of hedge effectiveness for forward contracts. We classify cash flows related to our cash flow hedges as operating activities in our consolidated statement of cash flows.
In the event that the likelihood of occurrence of the underlying forecasted transactions is determined to be probable not to occur, the gains or losses on the related cash flow hedges are reclassified from AOCI to other, net in the consolidated statements of operations in the period it is determined the forecasted transactions are probable not to occur.
Note 3 – Fair Value Measurements
Financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2026 are classified using the fair value hierarchy in the table below:
| Total | Level 1 | Level 2 | |||||||||||||||
| (In millions) | |||||||||||||||||
| Assets | |||||||||||||||||
| Cash equivalents: | |||||||||||||||||
| Money market funds | $ | 166 | $ | 166 | $ | — | |||||||||||
| Term deposits and certificates of deposit | 196 | — | 196 | ||||||||||||||
| Commercial paper | 57 | — | 57 | ||||||||||||||
| Derivatives: | |||||||||||||||||
| Foreign currency forward contracts | 11 | — | 11 | ||||||||||||||
| Investments: | |||||||||||||||||
| Equity investments | 702 | 702 | — | ||||||||||||||
| Corporate debt securities | 810 | — | 810 | ||||||||||||||
| U.S. treasury securities | 15 | — | 15 | ||||||||||||||
| Asset-backed securities | 131 | — | 131 | ||||||||||||||
| Term deposits and certificates of deposit | 50 | — | 50 | ||||||||||||||
| U.S. agency securities | 16 | — | 16 | ||||||||||||||
| Total assets measured at fair value on a recurring basis | $ | 2,154 | $ | 868 | $ | 1,286 | |||||||||||
| Liabilities | |||||||||||||||||
| Derivatives: | |||||||||||||||||
| Cross-currency interest rate swaps | $ | 5 | $ | — | $ | 5 | |||||||||||
Notes to Consolidated Financial Statements – (Continued)
Financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2025 are classified using the fair value hierarchy in the table below:
| Total | Level 1 | Level 2 | |||||||||||||||||||||
| (In millions) | |||||||||||||||||||||||
| Assets | |||||||||||||||||||||||
| Cash equivalents: | |||||||||||||||||||||||
| Money market funds | $ | 181 | $ | 181 | $ | — | |||||||||||||||||
| Term deposits and certificates of deposit | 160 | — | 160 | ||||||||||||||||||||
| Corporate debt securities | 2 | — | 2 | ||||||||||||||||||||
| Commercial paper | 44 | — | 44 | ||||||||||||||||||||
| Investments: | |||||||||||||||||||||||
| Equity investments | 577 | 577 | — | ||||||||||||||||||||
| Corporate debt securities | 404 | — | 404 | ||||||||||||||||||||
| U.S. treasury securities | 20 | — | 20 | ||||||||||||||||||||
| Asset-backed securities | 121 | — | 121 | ||||||||||||||||||||
| Term deposits and certificates of deposit | 17 | — | 17 | ||||||||||||||||||||
| U.S. agency securities | 36 | — | 36 | ||||||||||||||||||||
| Commercial paper | 2 | — | 2 | ||||||||||||||||||||
| Total assets measured at fair value on a recurring basis | $ | 1,564 | $ | 758 | $ | 806 | |||||||||||||||||
| Liabilities | |||||||||||||||||||||||
| Derivatives: | |||||||||||||||||||||||
| Foreign currency forward contracts | $ | 13 | $ | — | $ | 13 | |||||||||||||||||
| Cross-currency interest rate swaps | 11 | — | 11 | ||||||||||||||||||||
| Embedded derivative liability | 126 | — | 126 | ||||||||||||||||||||
| Total liabilities measured at fair value on a recurring basis | $ | 150 | $ | — | $ | 150 |
We classify our cash equivalents and investments within Level 1 and Level 2 as we value our cash equivalents and investments using quoted market prices or alternative pricing sources and models utilizing market observable inputs. Valuation of the foreign currency forward contracts is based on foreign currency exchange rates in active markets, a Level 2 input. Valuation of the cross-currency interest rate swaps is based on foreign currency exchange rates and the current interest rate curve, Level 2 inputs.
We hold term deposit investments with financial institutions. Term deposits with original maturities of less than three months are classified as cash equivalents. Those with remaining maturities of less than one year are classified within short-term investments and those with remaining maturities of greater than one year are classified within long-term investments and other assets.
As of June 30, 2026 and December 31, 2025, our cash and cash equivalents consisted primarily of term deposits, certificates of deposits, money market funds and commercial paper with maturities of three months or less and bank account balances.
We primarily invest in investment grade corporate debt securities, U.S. treasury securities, and asset-backed securities, most of which are classified as available-for-sale. As of June 30, 2026, we had $445 million of short-term and $577 million of long-term investments primarily classified as available-for-sale, which generally mature within five years. As of December 31, 2025, we had $320 million in short-term and $280 million of long-term available-for-sale investments. The amortized cost basis of the investments approximated their fair value with gross unrealized gains and gross unrealized losses of approximately $2 million during the six months ended June 30, 2026 and less than $1 million for the six months ended June 30, 2025. We review our available-for-sale securities on a regular basis for impairment. During both the six months ended June 30, 2026 and 2025, we did not recognize an allowance for credit-related losses on any of our investments.
As of June 30, 2026 and December 31, 2025, our equity investment represents our investment in Global Business Travel Group, Inc. (“GBTG”), a publicly traded company. We include this investment in long-term investments and other assets in our consolidated balance sheets. In May 2026, GBTG agreed to be acquired by Long Lake Management for $9.50 per share in a take-private transaction, which is expected to close in the second half of 2026 subject to the satisfaction of certain closing conditions. During the six months ended June 30, 2026 and 2025, we recognized gains (losses) of approximately $125 million and $(223) million within other, net in our consolidated statements of operations related to the fair value changes of this
Notes to Consolidated Financial Statements – (Continued)
investment. In addition, during the six months ended June 30, 2025, we also recognized gains of approximately $2 million related to an equity investment sold during 2025.
We use foreign currency forward contracts to economically hedge certain merchant revenue exposures once booked, foreign denominated liabilities related to certain of our loyalty programs and our other foreign denominated balance sheet exposures, which are not designated as cash flow hedges. In the first quarter of 2026, we initiated a foreign exchange cash flow hedging program to minimize the effects of foreign currency fluctuations on future revenue. As of June 30, 2026, forward contracts hedging our balance sheet, certain booked revenue and future revenue had a total net notional value of $8.5 billion, of which $960 million was designated as cash flow hedges. We had a net forward asset of $11 million ($66 million gross forward asset) as of June 30, 2026 recorded in prepaid and other current assets and $13 million ($31 million gross forward liability) as of December 31, 2025 recorded in accrued expenses and other current liabilities for these derivatives. The carrying value of the derivatives reflect the impact of a master netting agreement, which allows us to net settle assets and liabilities arising from different transactions with the same counterparty. For derivatives not designated as cash flow hedges, we recorded $(70) million and $151 million in net gains (losses) from foreign currency forward contracts in other, net during the three months ended June 30, 2026 and 2025, as well as $(195) million and $200 million during the six months ended June 30, 2026 and 2025. As of June 30, 2026, the net accumulated gain on our foreign currency cash flow hedges before tax effect was $39 million, which is expected to be reclassified from AOCI into revenue within the next 12 months. During the three and six months ended June 30, 2026, $3 million was reclassified from AOCI to revenue for our cash flow hedges.
From March 2022 to August 2025, we maintained two fixed-to-fixed cross-currency interest rate swaps with an aggregate notional amount of €300 million and maturity dates of February 2026 (the “2022 swaps”), which were designated as net investment hedges of Euro assets. In August 2025, the 2022 swaps were effectively closed out by entering into a swap with offsetting terms, and we de-designated the 2022 swaps and discontinued hedge accounting. Simultaneously Expedia Group entered into a new fixed-to-fixed cross-currency interest rate swap with a notional amount of €220 million and maturity date of February 2028 (the “2025 swap”). The 2025 swap was designated as a net investment hedge of Euro assets with the objective to protect the U.S. dollar value of our net investments in the Euro foreign operations due to movements in foreign currency. There was no exchange of cash at the inception of the 2025 swap. In February 2026, when the 2022 swaps matured, we settled the final exchange of the notional amounts with the contracted counterparties for both the 2022 swaps and the 2025 swap, which offset resulting in no impact to our consolidated cash balance. The fair value of the 2025 swap was a $5 million liability as of June 30, 2026 and a liability of $11 million as of December 31, 2025, recorded in other long-term liabilities. The gain related to these swaps recognized in interest expense was approximately $1 million and $3 million during the six months ended June 30, 2026 and 2025.
See Note 4 – Debt for information on the embedded derivative liability as of December 31, 2025 related to the convertible notes due in February 2026 measured at fair value using a lattice model based on factors such as our stock price, the principal outstanding, coupon rate, volatility, credit spread, risk-free rate and other market data considered Level 2 inputs.
Assets Measured at Fair Value on a Non-recurring Basis
Our non-financial assets, such as goodwill, intangible assets and property and equipment, are adjusted to fair value when an impairment charge is recognized or the underlying investment is sold. Such fair value measurements are based predominately on Level 3 inputs. We measure our minority investments that do not have readily determinable fair values at cost less impairment, adjusted by observable price changes with changes recorded within other, net on our consolidated statements of operations.
Minority Investments without Readily Determinable Fair Values. As of both June 30, 2026 and December 31, 2025, the carrying values of our minority investments without readily determinable fair values totaled $256 million. During the six months ended June 30, 2026, we had no material gains or losses related to these recorded minority investments. During the six months ended June 30, 2025, we recorded $37 million of losses related to a minority investment, resulting from a valuation using an option pricing model that utilized judgmental inputs such as discounts for lack of marketability and
estimated exit event timing. As of June 30, 2026, total cumulative adjustments made to the initial cost basis of these investments included $164 million in unrealized downward adjustments (including impairments).
Notes to Consolidated Financial Statements – (Continued)
Note 4 – Debt
The following table sets forth our outstanding debt:
| June 30, 2026 | December 31, 2025 | ||||||||||
| (In millions) | |||||||||||
| 5.0% senior notes due 2026 | $ | — | $ | 750 | |||||||
| 0% convertible senior notes due 2026 | — | 942 | |||||||||
| 4.625% senior notes due 2027 | 749 | 748 | |||||||||
| 3.8% senior notes due 2028 | 999 | 998 | |||||||||
| 3.25% senior notes due 2030 | 1,243 | 1,242 | |||||||||
| 2.95% senior notes due 2031 | 495 | 495 | |||||||||
| 5.4% senior notes due 2035 | 987 | 986 | |||||||||
| 5.5% senior notes due 2036 | 986 | — | |||||||||
| Total debt(1) | 5,459 | 6,161 | |||||||||
| Current maturities of long-term debt | — | (1,692) | |||||||||
| Long-term debt, excluding current maturities | $ | 5,459 | $ | 4,469 | |||||||
(1)Net of applicable discounts and debt issuance costs.
Senior and Convertible Notes
April 2026 Senior Notes Issuance. In April 2026, we issued $1 billion of registered senior unsecured notes, which bear interest at 5.5% and are due in April 2036 (the “5.5% Notes”). The 5.5% Notes were issued at 99.384% of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in arrears in April and October of each year, beginning October 15, 2026. At any time prior to January 15, 2036, we may redeem some or all of the 5.5% Notes by paying a “make-whole” premium plus accrued and unpaid interest, if any. On or after January 15, 2036, we may redeem some or all of the 5.5% Notes at par plus accrued and unpaid interest, if any. The net proceeds from the issuance of the 5.5% Notes were approximately $986 million after deducting the discount and debt issuance costs.
Maturity of 5.0% Notes. In February 2026, our $750 million in senior unsecured notes that bore interest at 5.0% (the “5.0% Notes”) matured and the balance was repaid along with applicable accrued and unpaid interest.
Maturity of Convertible Notes. For information related to our $1 billion aggregate principal amount of unsecured 0% convertible senior notes due 2026 (the “Convertible Notes”), see Note 7 – Debt of the Notes to Consolidated Financial Statements in our 2025 Form 10-K. Upon issuance and subsequent balance sheet-date reassessments through September 30, 2025, the conversion option on the Convertible Notes qualified for the equity scope exception under derivative accounting guidance because the Company had the option to deliver either cash, shares of our common stock or a combination of cash and shares of our common stock at our election. Under such exception, the conversion option is not required to be accounted for as a separate instrument. On November 12, 2025, the Company elected to irrevocably fix the settlement method to cash settlement. Upon that election, the conversion option no longer qualified for the exception and was deemed to be an embedded derivative which required bifurcation from the debt contract. Upon bifurcation of the conversion option, we recorded an embedded derivative liability at fair value of $119 million and a corresponding debt discount of $119 million reducing the carrying value of the Convertible Notes. The debt discount was amortized over the remaining term of the Convertible Notes using the straight-line method. The fair value of the embedded derivative liability (considered a "Level 2" fair value measurement; see Note 3 – Fair Value Measurements), was $126 million as of December 31, 2025 and was included in accrued expenses and other current liabilities on the consolidated balance sheet. The unamortized debt discount and debt issuance costs were $58 million as of December 31, 2025. In February 2026, upon maturity of the Convertible Notes, we paid approximately $1.1 billion in cash to repay the principal amount and settle our payment obligations in connection with conversion elections of the holders thereof, which included a conversion premium of approximately $78 million.
We recognized the following net expense related to the conversion option on the Convertible Notes in our consolidated statement of operations:
| (In millions) | Classification in consolidated statements of operations | Six months ended June 30, 2026 | |||||||||
| Change in fair value of the embedded derivative | Other, net | $ | 48 | ||||||||
| Amortization of debt discount | Interest expense | (58) | |||||||||
| Net expense | $ | (10) |
Notes to Consolidated Financial Statements – (Continued)
For additional information about our other outstanding senior notes (collectively the “Senior Notes”), see Note 7 – Debt of the Notes to Consolidated Financial Statements in our 2025 Form 10-K.
All of our outstanding Senior Notes are senior unsecured obligations issued by Expedia Group and, those outstanding as of December 31, 2025, were guaranteed by certain domestic Expedia Group subsidiaries prior to the termination of our prior credit facility in March 2026, as discussed below. These subsidiaries were automatically released from their guarantees upon Expedia Group’s entry into the new revolving credit facility in accordance with the terms of the applicable indentures governing the Senior Notes. The Senior Notes rank equally in right of payment with all of the existing and any future unsecured and unsubordinated obligations of Expedia Group. In addition, the Senior Notes include covenants that limit our ability to (i) create certain liens, (ii) enter into sale/leaseback transactions and (iii) merge or consolidate with or into another entity or transfer substantially all of our assets. The Senior Notes are redeemable in whole or in part, at the option of the holders thereof, upon the occurrence of certain change of control triggering events at a purchase price in cash equal to 101% of the principal plus accrued and unpaid interest. Accrued interest related to the Senior Notes was $80 million and $82 million as of June 30, 2026 and December 31, 2025.
Estimated Fair Value. The total estimated fair value of our Senior Notes was approximately $5.4 billion and $5.2 billion as of June 30, 2026 and December 31, 2025. Additionally, the estimated fair value of the Convertible Notes was approximately $1.1 billion as of December 31, 2025. The fair value was determined based on quoted market prices in less active markets and is categorized accordingly as Level 2 in the fair value hierarchy.
Credit Facility
As of June 30, 2026, Expedia Group maintained a $2.5 billion revolving credit facility that matures in March 2031. As of June 30, 2026, we had no revolving credit facility borrowings outstanding. Loans under the revolving credit facility bear interest at a rate equal to an index rate plus a margin (a) in the case of term benchmark loans, ranging from 1.00% to 1.75% per annum, depending on Expedia Group’s credit ratings, and (b) in the case of base rate loans, ranging from 0.00% to 0.75% per annum, depending on Expedia Group’s credit ratings. A fee is payable quarterly in respect of undrawn commitments under the revolving credit facility at a rate ranging from 0.10% to 0.25% per annum, depending on Expedia Group’s credit ratings. The terms of the revolving credit facility require Expedia Group to not exceed a specified maximum consolidated leverage ratio as of the end of each fiscal quarter.
The revolving credit facility has a $120 million letter of credit (“LOC”) sublimit, and the amount of LOCs issued under the facility reduced the credit amount available. Outstanding stand-by LOCs issued under the facility were $66 million as of June 30, 2026.
The current facility was entered into in March 2026 and in connection Expedia Group terminated all outstanding commitments and repaid all outstanding obligations under our prior revolving credit facility. As of December 31, 2025, we had no revolving credit facility borrowings outstanding under the prior facility and $43 million of outstanding stand-by LOCs issued under it.
Note 5 – Stockholders’ Equity
Dividends on our Common Stock
The Executive Committee, acting on behalf of the Board of Directors, declared and we paid the following dividends during the periods presented:
| Declaration Date | Dividend Per Share | Record Date | Total Amount (in millions) | Payment Date | |||||||||||||||||||
| Six Months Ended June 30, 2026 | |||||||||||||||||||||||
| February 12, 2026 | $ | 0.48 | March 5, 2026 | $ | 58 | March 26, 2026 | |||||||||||||||||
| May 7, 2026 | 0.48 | May 28, 2026 | 58 | June 18, 2026 | |||||||||||||||||||
| Six Months Ended June 30, 2025 | |||||||||||||||||||||||
| February 4, 2025 | 0.40 | March 6, 2025 | 51 | March 27, 2025 | |||||||||||||||||||
| May 7, 2025 | 0.40 | May 29, 2025 | 51 | June 18, 2025 |
In addition, in August 2026, the Executive Committee, acting on behalf of the Board of Directors, declared a quarterly cash dividend of $0.48 per share of outstanding common stock payable on September 17, 2026 to stockholders of record as of the close of business on August 27, 2026. Future declarations of dividends are subject to final determination by our Board of Directors.
Notes to Consolidated Financial Statements – (Continued)
Treasury Stock
As of June 30, 2026, the Company’s treasury stock was comprised of approximately 179.3 million shares of common stock and 7.3 million Class B shares. As of December 31, 2025, the Company’s treasury stock was comprised of approximately 174.5 million shares of common stock and 7.3 million Class B shares.
Share Repurchase Programs. In November 2023, the Executive Committee of the Board of Directors, pursuant to a delegation of authority from the Board, authorized a program to repurchase up to $5 billion of our common stock (“2023 Share Repurchase Program”). In May 2026, the Audit Committee of the Board of Directors, pursuant to a delegation of authority from the Board, authorized a program to repurchase up to an additional $5 billion of our common stock (“2026 Share Repurchase Program”). During the six months ended June 30, 2026, we repurchased, through open market transactions, 4.2 million shares under the 2023 Share Repurchase Program for a total cost of $900 million, excluding transaction costs and excise tax due under the Inflation Reduction Act of 2022, representing an average repurchase price of $214.86 per share. As of June 30, 2026, $5.7 billion remained authorized for repurchase under the 2023 and 2026 Share Repurchase Programs.
Our 2023 and 2026 Share Repurchase Programs do not have fixed expiration dates and do not obligate the Company to acquire any specific number of shares. Under the programs, shares may be repurchased in the open market or in privately negotiated transactions. The timing, manner, price and amount of any repurchases will be subject to the discretion of the Company and depend on a variety of factors, including the market price of Expedia Group’s common stock, general market and economic conditions, regulatory requirements and other business considerations.
Accumulated Other Comprehensive Income (Loss)
The balance of AOCI as of June 30, 2026 and December 31, 2025 was primarily comprised of foreign currency translation adjustments. These translation adjustments include foreign currency transaction losses as of June 30, 2026 of $5 million ($6 million before tax) and foreign currency transaction losses of $8 million ($10 million before tax) as of December 31, 2025 associated with our cross-currency interest rate swaps as described in Note 3 – Fair Value Measurements. Additionally, translation adjustments include foreign currency transaction losses of $7 million ($10 million before tax) as of both June 30, 2026 and December 31, 2025 associated with previously settled Euro-denominated notes that were designated as net investment hedges.
In addition, the balance of AOCI also includes net gains from cash flow hedges as of June 30, 2026 of $30 million ($39 million before tax).
Note 6 – Earnings Per Share
The following table represents our basic and diluted earnings per share:
| Three months ended June 30, | Six months ended June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| (In millions, except share and per share data) | |||||||||||||||||||||||
| Net income attributable to Expedia Group, Inc. | $ | 878 | $ | 330 | $ | 872 | $ | 130 | |||||||||||||||
| Earnings per share attributable to Expedia Group, Inc. available to common stockholders: | |||||||||||||||||||||||
| Basic | $ | 7.30 | $ | 2.61 | $ | 7.21 | $ | 1.02 | |||||||||||||||
| Diluted | 7.16 | 2.48 | 7.05 | 0.96 | |||||||||||||||||||
| Weighted average number of shares outstanding (000's): | |||||||||||||||||||||||
| Basic | 120,223 | 126,453 | 121,027 | 127,541 | |||||||||||||||||||
| Dilutive effect of: | |||||||||||||||||||||||
| Convertible Notes | — | 3,933 | — | 3,928 | |||||||||||||||||||
| Stock-based awards | 2,329 | 2,423 | 2,736 | 2,827 | |||||||||||||||||||
| Diluted | 122,552 | 132,809 | 123,763 | 134,296 |
Basic earnings per share is calculated using our weighted-average outstanding common shares. The earnings per share amounts are the same for common stock and Class B common stock because the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation.
Diluted earnings per share is calculated using our weighted-average outstanding common shares including the dilutive effect of stock awards and common stock warrants as determined under the treasury stock method and of our Convertible Notes using the if-converted method prior to the date of our irrevocable election to settle in cash discussed in Note 4 – Debt. In
Notes to Consolidated Financial Statements – (Continued)
periods when we recognize a net loss, we exclude the impact of outstanding stock awards and the potential share settlement impact related to our Convertible Notes, if applicable, from the diluted loss per share calculation as their inclusion would have an antidilutive effect. For the three and six months ended June 30, 2026, less than 1 million of outstanding stock awards have been excluded from the calculations of diluted earnings per share attributable to common stockholders because their effect would have been antidilutive. For the three and six months ended June 30, 2025, approximately 1 million of outstanding stock awards were excluded.
Note 7 - Restructuring and Related Reorganization Charges
We have continued to recalibrate resources and expand the restructure efforts that began in 2024 due to the significant completion of the Company’s organizational and technological transformation. As a result, we recognized $69 million and $70 million in restructuring and related reorganization charges during the six months ended June 30, 2026 and 2025. The charges were predominately related to employee severance, stock-based compensation and benefit costs and approximately $15 million was included in accrued expenses and other current liabilities on our consolidated balance sheet as of June 30, 2026. Based on current plans which are subject to change, we expect approximately $35 million in additional reorganization charges. We continue to evaluate additional cost reduction efforts, and should we make additional decisions in future periods to take further actions we may incur additional reorganization charges.
Note 8 – Income Taxes
Our tax provision for interim periods is determined using an estimate of our annual effective tax rate. We record any changes affecting the estimated annual effective tax rate in the interim period in which the change occurs, including discrete items.
For the three months ended June 30, 2026, the effective tax rate was 14.8%, compared to 23.9% for the three months ended June 30, 2025. For the six months ended June 30, 2026, the effective tax rate was 17.9%, compared to 39.3% for the six months ended June 30, 2025. The change in the effective tax rate for both periods was primarily due to nontaxable mark-to-market gains.
We are subject to taxation in the United States and foreign jurisdictions. Our income tax filings are routinely examined by federal, state, and foreign tax authorities. Prior to June 30, 2026, for tax years 2011 to 2013 and 2014 to 2016, the Internal Revenue Service (“IRS”) issued adjustments related to transfer pricing with our foreign subsidiaries. The 2011 to 2013 and the 2014 to 2016 adjustments would result in federal income tax of approximately $244 million and $431 million, respectively, subject to interest. These audit cycles have remained in administrative procedures with the IRS.
Subsequent to June 30, 2026, the IRS replaced the prior adjustments and issued new adjustments for tax years 2011 to 2016 that apply a different method of adjusting transfer pricing with our foreign subsidiaries. The IRS also issued adjustments for 2017 and 2018. The adjustments, as proposed, would result in a federal income tax of approximately $287 million to $313 million for tax years 2011 to 2013, approximately $488 million to $531 million for tax years 2014 to 2016, and approximately $213 million to $380 million for tax years 2017 to 2018, subject to interest. We do not agree with these adjustments and will continue to vigorously defend our position through administrative procedures. The IRS has indicated that adjustments for this matter are not relevant for tax years 2019 to 2020.
Note 9 – Commitments and Contingencies
Legal Proceedings
In the ordinary course of business, we are a party to various lawsuits. Management does not expect these lawsuits to have a material impact on the liquidity, results of operations, or financial condition of Expedia Group. We also evaluate other potential contingent matters, including value-added tax, excise tax, sales tax, transient occupancy or accommodation tax and similar matters. We do not believe that the aggregate amount of liability that could be reasonably possible with respect to these matters would have a material adverse effect on our financial results; however, litigation is inherently uncertain and the actual losses incurred in the event that our legal proceedings were to result in unfavorable outcomes could have a material adverse effect on our business and financial performance.
Litigation Relating to Occupancy Taxes. We currently have two active lawsuits involving hotel occupancy taxes and we continue to defend against the claims made in them vigorously. With respect to the principal claims in these and previous similar matters, we believe that the statutes or ordinances at issue do not apply to us or the services we provide and, therefore, that we do not owe the taxes that are claimed to be owed. We believe that the statutes or ordinances at issue generally impose occupancy and other taxes on entities that own, operate or control hotels (or similar businesses) or furnish or provide hotel rooms or similar accommodations. We have established reserves for the potential settlement of issues related to hotel
Notes to Consolidated Financial Statements – (Continued)
occupancy and other taxes, consistent with applicable accounting principles and in light of all current facts and circumstances, which were not material as of both June 30, 2026 and December 31, 2025. Our settlement reserves are based on our best estimate of probable losses and the ultimate resolution of these contingencies may be greater or less than the liabilities recorded. An estimate for a reasonably possible loss or range of loss in excess of the amounts reserved cannot be made. Changes to the settlement reserves are included within legal reserves, occupancy tax and other in the consolidated statements of operations.
Pay-to-Play. Certain jurisdictions may assert that we are required to pay any assessed taxes prior to being allowed to contest or litigate the applicability of the ordinances. This prepayment of contested taxes is referred to as “pay-to-play.” Payment of these amounts is not an admission that we believe we are subject to such taxes and, even when such payments are made, we continue to defend our position vigorously. If we prevail in the litigation, for which a pay-to-play payment was made, the jurisdiction collecting the payment will be required to repay such amounts and also may be required to pay interest.
We are in various stages of inquiry or audit with various tax authorities, some of which may impose a pay-to-play requirement to challenge an adverse inquiry or audit result in court.
International Withholding Tax. In July 2025, the Guardia di Finanza (“GdF”) of Milan issued a tax audit report to Expedia Group, proposing an amount of unpaid withholding tax to the Italian Tax Authorities (“ITA”) of 150 million Euros ($175 million), excluding penalties and interest, for the years 2017 through 2023. The GdF’s tax audit report purports the Company had an obligation under a 2017 law to withhold and remit 21% income tax from certain short-term rental partners in Italy. In the third quarter of 2025, we entered into discussions with the ITA to resolve this matter and we recorded a reserve for the potential settlement of this matter, consistent with applicable accounting principles and in light of all current facts and circumstances, in the amount of $90 million within legal reserves, occupancy tax and other in the consolidated statements of operations. In the fourth quarter of 2025, we recorded additional expense of $88 million related to this matter. While we continued to believe Expedia Group was compliant with Italian tax laws, on December 10, 2025, we reached an agreement with the Italian tax authorities and paid $156 million for tax years 2017 to 2023. We are in ongoing discussions with the Italian tax authorities to resolve withholding tax claims related to subsequent years. As of June 30, 2026, our remaining settlement reserve was approximately $9 million included within accrued expenses and other current liabilities. Our settlement reserve is based on our reasonable estimate, and the ultimate resolution of the contingency may be greater than the liability recorded.
Note 10 – Segment Information
We have the following reportable segments: B2C, B2B, and trivago. Our B2C segment provides a full range of travel and advertising services to our worldwide customers primarily through our three flagship brands, Expedia.com, Hotels.com, and Vrbo. Our B2B segment fuels a wide range of travel and non-travel companies including airlines, offline travel agents, online retailers, corporate travel management and financial institutions, who leverage our leading travel technology and tap into our diverse supply to augment their offerings and market Expedia Group rates and availabilities to their travelers. Our trivago segment generates advertising revenue primarily from sending referrals to online travel companies and travel service providers from its hotel metasearch websites. trivago is a separately listed company on the Nasdaq Global Select Market and is therefore required to separately report its own financial results, which may differ from the segment information included herein.
Our chief operating decision makers ("CODMs") are our Chief Executive Officer and our Chairman. We determined our operating segments based on how our chief operating decision makers manage our business, make operating decisions and evaluate operating performance. Our primary operating metric is Adjusted EBITDA. Adjusted EBITDA for our B2C and B2B segments includes allocations of certain expenses, primarily related to our global travel supply organization and the majority of costs from our product and technology platform, as well as facility costs and the realized foreign currency gains or losses related to the forward contracts hedging a component of our net merchant lodging revenue. We base the allocations primarily on transaction volumes and other usage metrics. We do not allocate certain shared expenses such as accounting, human resources, certain information technology and legal to our reportable segments, which are included in Unallocated corporate and other expenses in our segment tables below. Our allocation methodology is periodically evaluated and may change.
Our CODMs use Adjusted EBITDA to allocate resources for each segment predominantly in the annual budget and forecasting process. The CODMs consider budget-to-actual variances on a monthly basis using Adjusted EBITDA when making decisions about allocating capital and personnel to the segments. The CODMs also use Adjusted EBITDA to assess the performance for each segment and in the compensation of certain employees.
Our segment disclosure includes intersegment revenues, which primarily consist of advertising and media services provided by our trivago segment to our B2C segment. These intersegment transactions are recorded by each segment at amounts that approximate fair value as if the transactions were between third parties, and therefore, impact segment performance. However, the revenue and corresponding expense are eliminated in consolidation.
The following tables present our segment information for the three and six months ended June 30, 2026 and 2025. As a significant portion of our property and equipment is not allocated to our reportable segments and depreciation is not included in
Notes to Consolidated Financial Statements – (Continued)
our segment measure, we do not report assets by segment as it would not be meaningful. We do not regularly provide such information to our CODMs.
| Three months ended June 30, 2026 | |||||||||||||||||||||||
| B2C | B2B | trivago | Total | ||||||||||||||||||||
| (In millions) | |||||||||||||||||||||||
| Third-party revenue | $ | 2,677 | $ | 1,493 | $ | 145 | $ | 4,315 | |||||||||||||||
| Intersegment revenue | — | — | 51 | 51 | |||||||||||||||||||
| $ | 2,677 | $ | 1,493 | $ | 196 | $ | 4,366 | ||||||||||||||||
| Reconciliation of revenue: | |||||||||||||||||||||||
| Elimination of intersegment revenue | (51) | ||||||||||||||||||||||
| Total consolidated revenue | $ | 4,315 | |||||||||||||||||||||
| Less: (1) | |||||||||||||||||||||||
| Cost of revenue | 346 | 39 | 13 | ||||||||||||||||||||
| Selling and marketing - direct | 1,101 | 915 | 154 | ||||||||||||||||||||
| Other segment items (2) | 341 | 170 | 28 | ||||||||||||||||||||
| Segment Adjusted EBITDA | $ | 889 | $ | 369 | $ | 1 | $ | 1,259 | |||||||||||||||
| Unallocated corporate and other expenses (3) | (140) | ||||||||||||||||||||||
| Depreciation and amortization | (228) | ||||||||||||||||||||||
| Stock-based compensation | (114) | ||||||||||||||||||||||
| Legal reserves, occupancy tax and other | (6) | ||||||||||||||||||||||
| Restructuring and related reorganization charges, excluding stock-based compensation | (11) | ||||||||||||||||||||||
| Other income, net, excluding realized gain/loss on revenue hedges (4) | 267 | ||||||||||||||||||||||
| Income before income taxes | $ | 1,027 | |||||||||||||||||||||
| Three months ended June 30, 2025 | |||||||||||||||||||||||
| B2C | B2B | trivago | Total | ||||||||||||||||||||
| (In millions) | |||||||||||||||||||||||
| Third-party revenue | $ | 2,479 | $ | 1,209 | $ | 98 | $ | 3,786 | |||||||||||||||
| Intersegment revenue | — | — | 60 | 60 | |||||||||||||||||||
| $ | 2,479 | $ | 1,209 | $ | 158 | $ | 3,846 | ||||||||||||||||
| Reconciliation of revenue: | |||||||||||||||||||||||
| Elimination of intersegment revenue | (60) | ||||||||||||||||||||||
| Total consolidated revenue | $ | 3,786 | |||||||||||||||||||||
| Less: (1) | |||||||||||||||||||||||
| Cost of revenue | 340 | 28 | 4 | ||||||||||||||||||||
| Selling and marketing - direct | 1,092 | 752 | 136 | ||||||||||||||||||||
| Other segment items (2) | 319 | 98 | 24 | ||||||||||||||||||||
| Segment Adjusted EBITDA | $ | 728 | $ | 331 | $ | (6) | $ | 1,053 | |||||||||||||||
| Unallocated corporate and other expenses (3) | (145) | ||||||||||||||||||||||
| Depreciation and amortization | (223) | ||||||||||||||||||||||
| Stock-based compensation | (105) | ||||||||||||||||||||||
| Legal reserves, occupancy tax and other | (2) | ||||||||||||||||||||||
| Restructuring and related reorganization charges, excluding stock-based compensation | (41) | ||||||||||||||||||||||
| Other expense, net, excluding realized gain/loss on revenue hedges (4) | (114) | ||||||||||||||||||||||
| Income before income taxes | $ | 423 |
Notes to Consolidated Financial Statements – (Continued)
| Six months ended June 30, 2026 | |||||||||||||||||||||||
| B2C | B2B | trivago | Total | ||||||||||||||||||||
| (In millions) | |||||||||||||||||||||||
| Third-party revenue | $ | 4,795 | $ | 2,676 | $ | 270 | $ | 7,741 | |||||||||||||||
| Intersegment revenue | — | — | 93 | 93 | |||||||||||||||||||
| $ | 4,795 | $ | 2,676 | $ | 363 | $ | 7,834 | ||||||||||||||||
| Reconciliation of revenue: | |||||||||||||||||||||||
| Elimination of intersegment revenue | (93) | ||||||||||||||||||||||
| Total consolidated revenue | $ | 7,741 | |||||||||||||||||||||
| Less: (1) | |||||||||||||||||||||||
| Cost of revenue | 670 | 78 | 22 | ||||||||||||||||||||
| Selling and marketing - direct | 2,136 | 1,641 | 291 | ||||||||||||||||||||
| Other segment items (2) | 674 | 319 | 56 | ||||||||||||||||||||
| Segment Adjusted EBITDA | $ | 1,315 | $ | 638 | $ | (6) | $ | 1,947 | |||||||||||||||
| Unallocated corporate and other expenses (3) | (286) | ||||||||||||||||||||||
| Depreciation and amortization | (456) | ||||||||||||||||||||||
| Stock-based compensation | (217) | ||||||||||||||||||||||
| Legal reserves, occupancy tax and other | 58 | ||||||||||||||||||||||
| Restructuring and related reorganization charges, excluding stock-based compensation | (63) | ||||||||||||||||||||||
| Other income, net, excluding realized gain/loss on revenue hedges (4) | 69 | ||||||||||||||||||||||
| Income before income taxes | $ | 1,052 |
| Six months ended June 30, 2025 | |||||||||||||||||||||||
| B2C | B2B | trivago | Total | ||||||||||||||||||||
| (In millions) | |||||||||||||||||||||||
| Third-party revenue | $ | 4,435 | $ | 2,156 | $ | 183 | $ | 6,774 | |||||||||||||||
| Intersegment revenue | — | — | 106 | 106 | |||||||||||||||||||
| $ | 4,435 | $ | 2,156 | $ | 289 | $ | 6,880 | ||||||||||||||||
| Reconciliation of revenue: | |||||||||||||||||||||||
| Elimination of intersegment revenue | (106) | ||||||||||||||||||||||
| Total consolidated revenue | $ | 6,774 | |||||||||||||||||||||
| Less: (1) | |||||||||||||||||||||||
| Cost of revenue | 652 | 66 | 8 | ||||||||||||||||||||
| Selling and marketing - direct | 2,207 | 1,329 | 247 | ||||||||||||||||||||
| Other segment items (2) | 631 | 214 | 45 | ||||||||||||||||||||
| Segment Adjusted EBITDA | $ | 945 | $ | 547 | $ | (11) | $ | 1,481 | |||||||||||||||
| Unallocated corporate and other expenses (3) | (277) | ||||||||||||||||||||||
| Depreciation and amortization | (442) | ||||||||||||||||||||||
| Stock-based compensation | (203) | ||||||||||||||||||||||
| Legal reserves, occupancy tax and other | (2) | ||||||||||||||||||||||
| Restructuring and related reorganization charges, excluding stock-based compensation | (67) | ||||||||||||||||||||||
| Other expense, net, excluding realized gain/loss on revenue hedges (4) | (284) | ||||||||||||||||||||||
| Income before income taxes | $ | 206 | |||||||||||||||||||||
Notes to Consolidated Financial Statements – (Continued)
(1) The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODMs, exclusive of stock-based compensation. Intersegment expenses are included within the amounts shown.
(2) Other segment items for each reportable segment primarily include selling and marketing - indirect, technology and content and general and administrative expenses as well as the realized foreign currency gains or losses related to the forward contracts hedging a component of our net merchant lodging revenue for our B2C and B2B segments.
(3) Unallocated corporate and other expenses include certain shared expenses such as accounting, human resources, certain information and technology and legal costs.
(4) Other expense, net is adjusted to exclude the realized foreign currency gains (losses) related to the forward contracts hedging a component of our net merchant lodging revenue for our B2C and B2B segments of $(40) million and $52 million of gains (losses) for the three months ended June 30, 2026 and 2025 and $(68) million and $75 million of gains (losses) for the six months ended June 30, 2026 and 2025, respectively, which are included within our Segment Adjusted EBITDA.
Revenue by Business Model and Service Type
The following table presents revenue by business model and service type:
| Three months ended June 30, | Six months ended June 30, | |||||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||||||
| (in millions) | ||||||||||||||||||||||||||
| Business Model: | ||||||||||||||||||||||||||
| Merchant | $ | 3,065 | $ | 2,624 | $ | 5,466 | $ | 4,670 | ||||||||||||||||||
| Agency | 872 | 852 | 1,547 | 1,504 | ||||||||||||||||||||||
| Advertising, media and other | 378 | 310 | 728 | 600 | ||||||||||||||||||||||
| Total revenue | $ | 4,315 | $ | 3,786 | $ | 7,741 | $ | 6,774 | ||||||||||||||||||
| Service Type: | ||||||||||||||||||||||||||
| Lodging | $ | 3,429 | $ | 3,040 | $ | 6,039 | $ | 5,329 | ||||||||||||||||||
| Air | 91 | 105 | 198 | 212 | ||||||||||||||||||||||
| Expedia Group (“EG”) Advertising | 206 | 182 | 403 | 356 | ||||||||||||||||||||||
| trivago Advertising | 145 | 98 | 270 | 183 | ||||||||||||||||||||||
| Other(1) | 444 | 361 | 831 | 694 | ||||||||||||||||||||||
| Total revenue | $ | 4,315 | $ | 3,786 | $ | 7,741 | $ | 6,774 |
(1)Other includes revenue from insurance, car rental, activities and cruise revenue, among other revenue streams, none of which are individually material.
Our B2C and B2B segments generate revenue from the merchant, agency and advertising, media and other business models as well as all service types. trivago segment revenue is generated through advertising and media.
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