Core Viewpoint - TripAdvisor has been upgraded to a Buy rating by Bank of America with a price target of $15, driven by Starboard Value's board control and a strategic review of TheFork, which are seen as catalysts for value realization [2][4]. Financial Performance - Viator reported Q3 2025 revenue of $294 million, with an adjusted EBITDA margin increase to 16.8% from 11.3% year-over-year [2][7]. - TheFork achieved Q3 revenue growth of 28% year-over-year to $63 million, with EBITDA margin rising to 21.9% from 11.2% [2][7]. - TripAdvisor's legacy brand revenue declined by 8% year-over-year to $235 million in Q3 2025, with guidance indicating a mid-to-high teens decline for Hotels & Other in 2026 [3][8]. Strategic Developments - Starboard Value holds a 9.4% stake in TripAdvisor and has secured four out of ten board seats, providing structured governance to unlock a sum-of-parts value estimated at $2.5 billion for Viator and TheFork [3][6]. - TripAdvisor initiated a strategic alternatives process for TheFork on February 12, 2026, aimed at enhancing capital return to shareholders [7]. Market Context - TripAdvisor's stock is currently trading at $10.26, down nearly 30% year-to-date, but saw a 3.17% increase following the upgrade [6]. - The market appears to be pricing in continued deterioration of legacy revenue, with a consensus analyst target of $14.34 compared to the current trading price [9].

Core Viewpoint - Tripadvisor is facing pressure from activist investor Starboard Value, which owns approximately 9% of the company, to improve management accountability and explore a potential sale of the company due to significant share price decline since the current CEO took over in 2022 [1] Group 1: Shareholder Engagement - Tripadvisor's board and management have engaged in multiple discussions with Starboard Value regarding the company's performance and strategic direction [1] - Starboard has criticized Tripadvisor for a nearly 50% decline in share price since CEO Matt Goldberg's appointment and for the company's recent all-time low in stock value [1] Group 2: Strategic Recommendations - Starboard intends to nominate a slate of directors for the 2026 annual meeting, aiming for a majority representation on the board [1] - The activist investor has urged Tripadvisor to formally consider selling the entire company and has expressed dissatisfaction with the slow pace of reviewing strategic alternatives for its restaurant-booking unit, TheFork [1] Group 3: Technological Adaptation - Starboard has highlighted Tripadvisor's slow adaptation to generative AI, warning that the rapid evolution in online travel search could pose risks to the company's competitiveness [1] - Tripadvisor's management has stated that they are focused on initiatives to drive sustainable long-term growth and value for shareholders [1]

Core Viewpoint - Tripadvisor, Inc. is responding to Starboard Value's intention to nominate director candidates for the Board at the 2026 Annual Meeting, emphasizing its commitment to shareholder value enhancement through ongoing engagement and strategic initiatives [1] Group 1: Engagement with Starboard Value - Tripadvisor's Board and management have engaged in numerous discussions with Starboard Value to understand their perspectives [1] - The company welcomes constructive input that aligns with the goal of enhancing value for all shareholders [1] Group 2: Strategic Initiatives - In November 2025, Tripadvisor realigned its operating model to focus on its leadership position in Experiences and announced a significant cost reduction program [1] - The company is reviewing its portfolio to drive value, as indicated in its Q3 and Q4 2025 earnings reports [1] - On February 12, 2026, Tripadvisor announced a process to explore the monetization of TheFork [1] Group 3: Commitment to Shareholders - Tripadvisor's Board and management are dedicated to acting in the best interests of the company and all shareholders [1] - The company aims to take actions that will drive sustainable value while executing its strategic priorities for long-term growth [1]

Core Viewpoint - Activist investor Starboard Value is planning to push for a significant overhaul of Tripadvisor's board by nominating a majority slate for its eight-member board [1] Group 1: Investor Actions - Starboard Value currently holds over 9% of Tripadvisor and intends to send a letter to the board outlining its plans [1] - The hedge fund has previously urged Tripadvisor to consider selling its restaurant booking platform, TheFork [2] Group 2: Company Performance - Tripadvisor has a market value of approximately $1.1 billion and has experienced a nearly 46% decline in its shares over the past year [2] - The company's shares hit a record low last Thursday following fourth-quarter results that missed Wall Street expectations [2]

Core Insights - Tripadvisor Inc. (TRIP) reported Q4 2025 non-GAAP earnings of 4 cents per share, missing the Zacks Consensus Estimate of 9 cents by 73.33%, but showing a 33.33% increase year over year [2] - Revenues of $411 million were flat year-over-year and missed the Zacks Consensus Estimate by 0.56%, with growth in marketplace businesses offset by declines in legacy hotel metasearch and media advertising [2][3] Quarterly Performance - Experiences segment (49.6% of total revenues) generated $204 million, a 10% year-over-year increase, with approximately 5 million bookings, up 18% year over year, and gross booking value (GBV) reaching $980 million, reflecting 16% growth [4] - Hotels & Other segment (36.7% of total revenues) saw revenues of $151 million, down 15% year over year, with hotel revenues at $107 million (14% decline) and media/advertising revenue at $30 million (17% decline) [5] - TheFork segment (13.9% of total revenues) reported revenues of $57 million, an 18% year-over-year increase, with total bookings growing 9% year over year [6] Operating Results - Cost of sales increased 29% year over year to $35 million, representing 8.6% of revenues, while marketing costs rose 15% to $175 million, accounting for 42.5% of revenues [7] - Personnel costs decreased 8% year over year to $133 million, representing 32.4% of revenues, due to a cost savings program [8] - TRIP reported an operating loss of $35 million compared to breakeven results in the previous year, with total adjusted EBITDA declining 38% year over year to $45 million [10][11] Balance Sheet & Cash Flow - As of December 31, 2025, cash and cash equivalents were approximately $1 billion, down from $1.2 billion at the end of Q3 2025, with long-term debt slightly decreasing to $819 million [12] - The company reported negative cash from operations of $103 million compared to negative $2 million in the year-ago quarter, and free cash flow was negative $122 million versus negative $25 million previously [12] Guidance - For Q1 2026, TRIP expects consolidated revenues to decline 3% to 5% year over year, with Hotels & Other revenues expected to plunge over 20% despite growth in TheFork [9][14] - Full Year 2026 guidance indicates modest consolidated revenue growth, with marketplace businesses expected to represent approximately two-thirds of revenues [16] - The company anticipates Experiences revenue growth in the low teens and Hotels & Other revenue decline in the mid to high teens [17] Strategic Focus - The company is exploring strategic alternatives for TheFork as part of a broader portfolio review aimed at unlocking shareholder value while maintaining a focus on becoming an experiences-first company [3]

Financial Data and Key Metrics Changes - The company achieved record high revenue of $1.9 billion in 2025, reflecting a 3% growth year-over-year, with a 10% growth in experiences and a 22% growth at TheFork, offsetting an 8% decline in hotels and other segments [4][19] - Group adjusted EBITDA was $319 million, or 17% of revenue, with Q4 adjusted EBITDA at $45 million, or 11% of revenue, which was at the low end of expectations [4][19] - Experiences adjusted EBITDA margin was 10% for the full year, making it the most profitable scaled experiences platform globally [28] Business Line Data and Key Metrics Changes - Marketplace businesses represented 61% of group revenue in 2025, with experiences expected to contribute over 50% of revenue and roughly 40% of adjusted EBITDA in 2026 [5][36] - Experiences segment saw bookings grow by 18% in Q4, with revenue growing 10% to $204 million, while TheFork's revenue in Q4 was $57 million, representing an 18% growth [22][28] - Hotels and other segment revenue declined by 15% in Q4, with a full-year decline of 8% to $750 million [29] Market Data and Key Metrics Changes - The online experiences market is expected to grow by double digits over the next few years, with the company seeing strong demand signals and increasing market share [8][50] - TheFork's B2C channel bookings grew 9%, while B2B subscription revenue grew at a higher rate, indicating strong value proposition [28] Company Strategy and Development Direction - The company is focusing on becoming an experiences-first company, exploring strategic alternatives for TheFork to unlock shareholder value while simplifying legacy offerings [6][17] - Plans include extending leadership in experiences globally, leveraging AI for enhanced customer engagement, and improving marketing efficiency [6][14] - The company aims to balance growth and profitability, with a focus on repeat customers and expanding into new geographies [12][56] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the experiences market's growth potential, with expectations for continued acceleration in bookings and revenue in 2026 [36][41] - The company anticipates modest consolidated revenue growth in 2026, driven by marketplace businesses, while facing structural traffic headwinds in legacy segments [36][39] - Management highlighted the importance of leveraging AI to enhance user experience and drive conversion rates [14][68] Other Important Information - The company repurchased 6.1 million shares in 2025, reducing share count by approximately 21% since the end of 2024 [34] - Operating cash flow for the full year was $245 million, with free cash flow at $163 million, indicating a strong capital structure [33] Q&A Session Summary Question: Can you characterize the incremental growth investments in the experiences business? - Management sees the experiences market as attractive and growing faster than other travel categories, with plans to invest further to drive global leadership [47][50] Question: Regarding experiences margin expansion, why not focus on customer acquisition instead of margin? - Management emphasized that profitability is driven by marketing efficiencies and repeat customer growth, while still being open to customer acquisition investments [55][56] Question: Can you elaborate on the AI native MVP launched in Q4? - The AI native MVP aims to provide personalized recommendations and improve user engagement, with early data showing higher engagement compared to previous efforts [68] Question: What are the economics behind traffic from large AI platforms? - Management noted that AI-driven traffic tends to be higher intent, leading to stronger conversions, and is growing faster than traditional SEO traffic [71][72]

Financial Data and Key Metrics Changes - The company achieved record high revenue of $1.9 billion in 2025, reflecting a 3% growth year-over-year, with a group adjusted EBITDA of $319 million, or 17% of revenue [4][19] - In Q4, consolidated revenue was $411 million, flat compared to the previous year, with adjusted EBITDA of $45 million, or 11% of revenue [19][20] - Experiences segment revenue grew 10% to $204 million in Q4, while full-year revenue reached $924 million, also a 10% increase [23][28] Business Line Data and Key Metrics Changes - Marketplace businesses represented 61% of group revenue in 2025, with experiences expected to contribute over 50% of revenue and roughly 40% of adjusted EBITDA in 2026 [5][6] - TheFork segment revenue grew 18% in Q4 to $57 million, with full-year revenue of $221 million, representing a 22% increase [28][29] - Hotels and other segment revenue declined 15% in Q4 to $151 million, with a full-year decline of 8% to $750 million [29][30] Market Data and Key Metrics Changes - The experiences market is expected to grow by double digits over the next few years, with the online portion growing at 13% from 2019 to 2025 [8][47] - The company reported that repeat bookings are the fastest-growing cohort, comprising the majority of gross booking value (GBV) [24][12] - TheFork's B2B subscription revenue grew significantly, driven by the adoption of higher-priced premium plans by restaurants [16][28] Company Strategy and Development Direction - The company is focusing on becoming an experiences-first company, streamlining legacy offerings while exploring strategic alternatives for TheFork [6][7] - Plans include leveraging AI to enhance customer experience and optimize marketing efficiency, with a goal to simplify operations and improve profitability [14][18] - The company aims to extend its leadership in the experiences market globally and invest in capturing more market share [8][9] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the growth potential of the experiences market, citing strong demand signals and the ability to exceed market growth rates [47][50] - The company anticipates modest consolidated revenue growth in 2026, driven by a shift towards marketplace businesses, while facing headwinds in legacy segments [36][39] - Management highlighted the importance of repeat customers and the potential for increased profitability through improved marketing efficiencies [24][56] Other Important Information - The company repurchased 6.1 million shares in 2025, reducing share count by approximately 21% since the end of 2024 [34] - Operating cash flow for the full year was $245 million, with free cash flow of $163 million, reflecting strong cash generation capabilities [33] Q&A Session Summary Question: Can you characterize the incremental growth investments in the experiences business? - Management sees the experiences market as attractive and growing faster than other travel categories, with plans to invest in marketing to capture demand [46][47] Question: Regarding experiences margin expansion, why not focus on customer acquisition instead of margin? - Management emphasized the balance between growth and profitability, focusing on marketing efficiencies and repeat customer growth [54][56] Question: Can you elaborate on the AI native MVP launched in Q4? - The AI native MVP aims to enhance personalization and user engagement, leveraging user-generated content to build trust and improve conversion rates [64][68] Question: What are the economics behind traffic from large AI platforms compared to traditional SEO? - Management noted that AI-driven traffic tends to be higher intent, leading to stronger conversions, and they are excited about the growth potential in this area [70][72] Question: How is the geographic expansion for experiences being approached? - The company is focusing on building supply in new markets while also marketing North American experiences in new points of sale [76][80]

Financial Data and Key Metrics Changes - The company achieved record high revenue of $1.9 billion in 2025, reflecting a 3% growth year-over-year, with a 10% growth in experiences and a 22% growth at TheFork, offsetting an 8% decline in hotels and other segments [3][18] - Group adjusted EBITDA was $319 million, or 17% of revenue, with Q4 adjusted EBITDA at $45 million, representing 11% of revenue, which was at the low end of expectations [3][18] - The marketplace businesses represented 61% of group revenue in 2025, up from 59% in 2022, indicating a significant shift in revenue composition [4] Business Line Data and Key Metrics Changes - In the experiences segment, bookings grew 18% in Q4, with gross booking value (GBV) increasing 16% to approximately $980 million [21][22] - TheFork's revenue in Q4 was $57 million, representing an 18% growth, while full-year revenue reached $221 million, a 22% increase [27] - Hotels and other segment revenue declined 15% in Q4 to $151 million, with a full-year decline of 8% to $750 million [29] Market Data and Key Metrics Changes - The experiences market is expected to grow by double digits over the next few years, with the online portion growing at 13% from 2019 to 2025, while the company grew 22% in the same period [8][47] - TheFork's B2B subscription revenue grew at a higher rate, driven by restaurant adoption of premium plans, highlighting strong value [27] Company Strategy and Development Direction - The company is focusing on becoming an experiences-first company, with plans to explore strategic alternatives for TheFork to unlock shareholder value [5][6] - The strategy includes leveraging AI to enhance customer experience and streamline operations, with a goal to simplify legacy offerings while investing in growth areas [5][13] - The company aims to extend its leadership in experiences globally and improve marketing efficiency to drive demand [9][50] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the growth potential of the experiences market, citing strong demand signals and the ability to exceed market growth rates [47][50] - The company anticipates modest consolidated revenue growth in 2026, driven by a shift towards marketplace businesses, while facing structural headwinds in legacy segments [35][41] - Management highlighted the importance of repeat bookings, which are expected to continue being the largest and fastest-growing cohort, contributing significantly to profitability [12][24] Other Important Information - The company has streamlined its corporate structure and made operational choices to focus on travel areas with the greatest long-term opportunity [4] - The company repurchased 6.1 million shares in 2025, reducing share count by approximately 21% since the end of 2024 [34] Q&A Session Summary Question: Can you characterize the incremental growth investments in the experiences business? - Management sees the experiences market as attractive and growing faster than other travel categories, with plans to invest further to drive global leadership [47][50] Question: Why not double down on customer acquisition versus giving back some on the EBITDA margin? - Management emphasized that profitability is driven by marketing efficiencies and repeat cohorts, and they are flexible in balancing growth and profitability [56][57] Question: Can you tell us more about the AI native MVP launched in Q4? - The AI native MVP aims to deliver personalized recommendations and improve user engagement, with early data showing higher engagement compared to previous efforts [66][68] Question: How are you thinking about monetizing user review data? - Management noted that user-generated content (UGC) remains stable and is being leveraged for both internal platforms and partnerships, with AI traffic showing higher intent and conversion rates [71][72]

Q4 & FY 2025 Investor Presentation February 2026 Tripadvisor Safe Harbor Statement Forward-Looking Statements. Our presentation today, including the slides contained herein, contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are not historical facts or guarantees of future performance and are based on management's assumptions and expectations, which are inherently subject to difficult to predict uncertainties, risks and changes ...

Group 1 - Tripadvisor, Inc. will release its fourth quarter and full year 2025 financial results on February 12, 2026, at 7:05am ET [1] - A conference call will be held on the same day at 8:30am ET to discuss the financial results, which will be available via live webcast [2] - The company aims to be the world's most trusted source for travel and experiences, connecting a global audience with partners through various travel-related services [3]