SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Certares LTRIP LLC

(Last) (First) (Middle)
C/O CERTARES MANAGEMENT LLC
350 MADISON AVENUE, 8TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/27/2020
3. Issuer Name and Ticker or Trading Symbol
TripAdvisor, Inc. [ TRIP ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Certares LTRIP LLC

(Last) (First) (Middle)
C/O CERTARES MANAGEMENT LLC
350 MADISON AVENUE, 8TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
OHara Michael Gregory

(Last) (First) (Middle)
C/O CERTARES MANAGEMENT LLC
350 MADISON AVENUE, 8TH FLOOR

(Street)
NEW YORK 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Certares Holdings LLC

(Last) (First) (Middle)
C/O CERTARES MANAGEMENT LLC
350 MADISON AVENUE, 8TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Certares Holdings (Blockable) LLC

(Last) (First) (Middle)
C/O CERTARES MANAGEMENT LLC
350 MADISON AVENUE, 8TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Certares Holdings (Optional) LLC

(Last) (First) (Middle)
C/O CERTARES MANAGEMENT LLC
350 MADISON AVENUE, 8TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Certares Management LLC

(Last) (First) (Middle)
350 MADISON AVENUE, 8TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Clementine Investments LLC

(Last) (First) (Middle)
C/O CERTARES MANAGEMENT LLC
350 MADISON AVENUE, 8TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Pemrose Corp

(Last) (First) (Middle)
C/O CERTARES MANAGEMENT LLC
350 MADISON AVENUE, 8TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
FARMER COLIN MICHAEL

(Last) (First) (Middle)
C/O CERTARES MANAGEMENT LLC
350 MADISON AVENUE, 8TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
Remarks:
M. Gregory O'Hara was appointed to the board of directors of the Issuer. Mr. O'Hara is an employee of Certares Management LLC or one of its affiliates, and each of the other Reporting Persons may be deemed to be a director by deputization of the Issuer. Exhibit 24: Power of Attorney
No securities are beneficially owned.
/s/ Linda C. Frazier as Attorney-in-Fact for CERTARES LTRIP LLC 03/31/2020
/s/ Linda C. Frazier as Attorney-in-Fact for CERTARES HOLDINGS LLC 03/31/2020
/s/ Linda C. Frazier as Attorney-in-Fact for CERTARES HOLDINGS (BLOCKABLE) LLC 03/31/2020
/s/ Linda C. Frazier as Attorney-in-Fact for CERTARES HOLDINGS (OPTIONAL) LLC 03/31/2020
/s/ Linda C. Frazier as Attorney-in-Fact for CERTARES MANAGEMENT LLC 03/31/2020
/s/ Linda C. Frazier as Attorney-in-Fact for CLEMENTINE INVESTMENTS LLC 03/31/2020
/s/ Linda C. Frazier as Attorney-in-Fact for PEMROSE CORPORATION 03/31/2020
/s/ Linda C. Frazier as Attorney-in-Fact for MICHAEL GREGORY O'HARA 03/31/2020
/s/ Linda C. Frazier as Attorney-in-Fact for COLIN M. FARMER 03/31/2020
** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.