SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Fogel Glenn D

(Last)

(First)

(Middle)

BOOKING HOLDINGS INC.

800 CONNECTICUT AVENUE

(Street)

NORWALK

06854

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Booking Holdings Inc. [ BKNG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock⁽¹⁾	03/15/2022⁽¹⁷⁾		S		100	D	$2,029.31	55,254	D
Common Stock⁽¹⁾	03/15/2022		S		100	D	$2,040.36	55,154	D
Common Stock⁽¹⁾	03/15/2022		S		100	D	$2,057.27	55,054	D
Common Stock⁽¹⁾	03/15/2022		S		100	D	$2,076.89	54,954	D
Common Stock⁽¹⁾⁽²⁾	03/15/2022		S		135	D	$2,081.63	54,819	D
Common Stock⁽¹⁾⁽³⁾	03/15/2022		S		15	D	$2,082.36	54,804	D
Common Stock⁽¹⁾	03/15/2022		S		100	D	$2,084.51	54,704	D
Common Stock⁽¹⁾	03/15/2022		S		100	D	$2,087.25	54,604	D
Common Stock⁽⁴⁾	03/15/2022		S		100	D	$2,030.04	54,504	D
Common Stock⁽⁴⁾⁽⁵⁾	03/15/2022		S		400	D	$2,040.31	54,104	D
Common Stock⁽⁴⁾	03/15/2022		S		100	D	$2,046.63	54,004	D
Common Stock⁽⁴⁾⁽⁶⁾	03/15/2022		S		300	D	$2,057.47	53,704	D
Common Stock⁽⁴⁾⁽⁷⁾	03/15/2022		S		200	D	$2,059.77	53,504	D
Common Stock⁽⁴⁾	03/15/2022		S		100	D	$2,060.78	53,404	D
Common Stock⁽⁴⁾	03/15/2022		S		100	D	$2,063.49	53,304	D
Common Stock⁽⁴⁾	03/15/2022		S		100	D	$2,064.96	53,204	D
Common Stock⁽⁴⁾	03/15/2022		S		100	D	$2,071.93	53,104	D
Common Stock⁽⁴⁾⁽⁸⁾	03/15/2022		S		300	D	$2,075.33	52,804	D
Common Stock⁽⁴⁾⁽⁹⁾	03/15/2022		S		200	D	$2,076.57	52,604	D
Common Stock⁽⁴⁾⁽¹⁰⁾	03/15/2022		S		200	D	$2,077.49	52,404	D
Common Stock⁽⁴⁾	03/15/2022		S		100	D	$2,078.79	52,304	D
Common Stock⁽⁴⁾⁽¹¹⁾	03/15/2022		S		171	D	$2,080.21	52,133	D
Common Stock⁽⁴⁾⁽¹²⁾	03/15/2022		S		397	D	$2,082.12	51,736	D
Common Stock⁽⁴⁾⁽¹³⁾	03/15/2022		S		221	D	$2,083.18	51,515	D
Common Stock⁽⁴⁾⁽¹⁴⁾	03/15/2022		S		200	D	$2,084.14	51,315	D
Common Stock⁽⁴⁾	03/15/2022		S		100	D	$2,085.78	51,215	D
Common Stock⁽⁴⁾⁽¹⁵⁾	03/15/2022		S		200	D	$2,087.11	51,015	D
Common Stock⁽⁴⁾	03/15/2022		S		100	D	$2,088.64	50,915	D
Common Stock⁽⁴⁾⁽¹⁶⁾	03/15/2022		S		500	D	$2,090.17	50,415	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The shares were sold pursuant to a sales plan, dated March 9, 2021, which complies with the requirements of Rule 10b5-1(c)(1) under the Securities Exchange Act of 1934, as amended.

2. Represents the weighted average sales price. The range of prices received for the reported transactions was $2,081.36 - $2,082.01. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.

3. Represents the weighted average sales price. The range of prices received for the reported transactions was $2,082.36 - $2,082.43. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.

4. The shares were sold pursuant to a sales plan, dated December 10, 2021, which complies with the requirements of Rule 10b5-1(c)(1) under the Securities Exchange Act of 1934, as amended.

5. Represents the weighted average sales price. The range of prices received for the reported transactions was $2,040.02 - $2,040.80. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.

6. Represents the weighted average sales price. The range of prices received for the reported transactions was $2,057.13 - $2,057.64. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.

7. Represents the weighted average sales price. The range of prices received for the reported transactions was $2,059.71 - $2,059.82. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.

8. Represents the weighted average sales price. The range of prices received for the reported transactions was $2,075.04 - $2,075.81. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.

9. Represents the weighted average sales price. The range of prices received for the reported transactions was $2,076.24 - $2,076.89. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.

10. Represents the weighted average sales price. The range of prices received for the reported transactions was $2,077.42 - $2,077.55. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.

11. Represents the weighted average sales price. The range of prices received for the reported transactions was $2,079.84 - $2,080.73. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.

12. Represents the weighted average sales price. The range of prices received for the reported transactions was $2,081.45 - $2,082.44. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.

13. Represents the weighted average sales price. The range of prices received for the reported transactions was $2,082.49 - $2,083.46. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.

14. Represents the weighted average sales price. The range of prices received for the reported transactions was $2,083.78 - $2,084.50. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.

15. Represents the weighted average sales price. The range of prices received for the reported transactions was $2,086.98 - $2,087.24. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.

16. Represents the weighted average sales price. The range of prices received for the reported transactions was $2,089.76 - $2,090.42. Upon request by the Commission staff, Booking Holdings will provide full information regarding the number of shares sold at each separate price.

17. The report is the first of two Form 4s filed to report Mr. Fogel's transactions on March 15, 2022.

	/s/ Glenn D. Fogel	03/17/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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