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Expedia Group, Inc. – ‘8-K’ for 5/4/21

On:  Tuesday, 5/4/21, at 8:27am ET   ·   For:  5/4/21   ·   Accession #:  1324424-21-38   ·   File #:  1-37429

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  As Of               Filer                 Filing    For·On·As Docs:Size

 5/04/21  Expedia Group, Inc.               8-K:7,9     5/04/21   13:442K

Current Report   —   Form 8-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     30K 
 2: EX-99.1     Miscellaneous Exhibit                               HTML     15K 
 9: R1          8-K Cover Page                                      HTML     49K 
11: XML         IDEA XML File -- Filing Summary                      XML     12K 
 8: XML         XBRL Instance -- expe-20210504_htm                   XML     25K 
10: EXCEL       IDEA Workbook of Financial Reports                  XLSX      6K 
 4: EX-101.CAL  XBRL Calculations -- expe-20210504_cal               XML      7K 
 5: EX-101.DEF  XBRL Definitions -- expe-20210504_def                XML     39K 
 6: EX-101.LAB  XBRL Labels -- expe-20210504_lab                     XML     80K 
 7: EX-101.PRE  XBRL Presentations -- expe-20210504_pre              XML     40K 
 3: EX-101.SCH  XBRL Schema -- expe-20210504                         XSD     12K 
12: JSON        XBRL Instance as JSON Data -- MetaLinks               13±    20K 
13: ZIP         XBRL Zipped Folder -- 0001324424-21-000038-xbrl      Zip     18K 

‘8-K’   —   Current Report

This is an HTML Document rendered as filed.  [ Alternative Formats ]

 iX:   C:  C: 
 i 0001324424 i false00013244242021-05-042021-05-040001324424exch:XNGS2021-05-042021-05-04

Washington, D.C. 20549
FORM  i 8-K
(Exact name of registrant as specified in its charter)
 i Delaware  i 001-37429  i 20-2705720
(State or other jurisdiction
of incorporation)
File Number)
 (I.R.S. Employer
Identification No.)
 i 1111 Expedia Group Way W.
 i Seattle,  i Washington  i 98119
(Address of principal executive offices) (Zip code)
( i 206)  i 481-7200
Registrant’s telephone number, including area code
Not Applicable
(Former name or former address if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 i Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 i Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 i Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 i Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbol(s)Name of each exchange on which registered
 i Common stock, $0.0001 par value i EXPE i The Nasdaq Global Select Market
 i Expedia Group, Inc. 2.500% Senior Notes due 2022 i EXPE22 i New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company i 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 7.01.    Regulation FD Disclosure.
On May 4, 2021, Expedia Group, Inc. (the “Company”) issued a press release announcing that Expedia, Inc., a wholly-owned subsidiary of the Company, has received a binding offer to acquire Egencia from American Express Global Business Travel. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
This Current Report on Form 8-K, and the press release referred to herein, may contain forward-looking statements. These forward-looking statements are based on the Company’s current expectations and inherently involve significant risks and uncertainties. The Company’s actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of these risks and uncertainties. A further description of the risks and uncertainties relating to the business of the Company is contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, filed with the Securities and Exchange Commission (the “SEC”), and the Company’s subsequent current and periodic reports filed with the SEC. Except as otherwise required by law, the Company undertakes no duty or obligation to update any forward-looking statements contained in this Current Report on Form 8-K as a result of new information, future events or changes in its expectations.
Item 9.01.    Financial Statements and Exhibits.
(d) Exhibits

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
By:/s/ Eric Hart
Eric Hart
Chief Financial Officer
Dated: May 4, 2021

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
Filed on / For Period end:5/4/21
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Filing Submission 0001324424-21-000038   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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