0001225208-21-014692.txt : 20211209
0001225208-21-014692.hdr.sgml : 20211209
20211209163710
ACCESSION NUMBER: 0001225208-21-014692
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20211207
FILED AS OF DATE: 20211209
DATE AS OF CHANGE: 20211209
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: OHara Michael Gregory
CENTRAL INDEX KEY: 0001295598
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36603
FILM NUMBER: 211482390
MAIL ADDRESS:
STREET 1: 2501 BRICKELL AVENUE
STREET 2: APARTMENT 706
CITY: MIAMI
STATE: FL
ZIP: 33129
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FARMER COLIN MICHAEL
CENTRAL INDEX KEY: 0001446492
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36603
FILM NUMBER: 211482397
MAIL ADDRESS:
STREET 1: 4300 44TH STREET SE
CITY: GRAND RAPIDS
STATE: MI
ZIP: 49512
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Certares Management LLC
CENTRAL INDEX KEY: 0001807622
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36603
FILM NUMBER: 211482392
BUSINESS ADDRESS:
STREET 1: 350 MADISON AVENUE 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-624-2940
MAIL ADDRESS:
STREET 1: 350 MADISON AVENUE 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Clementine Investments LLC
CENTRAL INDEX KEY: 0001807617
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36603
FILM NUMBER: 211482396
BUSINESS ADDRESS:
STREET 1: 350 MADISON AVENUE 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-624-2940
MAIL ADDRESS:
STREET 1: 350 MADISON AVENUE 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Pemrose Corp
CENTRAL INDEX KEY: 0001807899
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36603
FILM NUMBER: 211482391
BUSINESS ADDRESS:
STREET 1: 350 MADISON AVENUE 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-624-2940
MAIL ADDRESS:
STREET 1: 350 MADISON AVENUE 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Certares Holdings (Optional) LLC
CENTRAL INDEX KEY: 0001807624
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36603
FILM NUMBER: 211482395
BUSINESS ADDRESS:
STREET 1: 350 MADISON AVENUE 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-624-2940
MAIL ADDRESS:
STREET 1: 350 MADISON AVENUE 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Certares Holdings LLC
CENTRAL INDEX KEY: 0001807637
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36603
FILM NUMBER: 211482393
BUSINESS ADDRESS:
STREET 1: 350 MADISON AVENUE 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-624-2940
MAIL ADDRESS:
STREET 1: 350 MADISON AVENUE 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Certares Holdings (Blockable) LLC
CENTRAL INDEX KEY: 0001807642
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36603
FILM NUMBER: 211482394
BUSINESS ADDRESS:
STREET 1: 350 MADISON AVENUE 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-624-2940
MAIL ADDRESS:
STREET 1: 350 MADISON AVENUE 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Certares LTRIP LLC
CENTRAL INDEX KEY: 0001807756
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36603
FILM NUMBER: 211482398
BUSINESS ADDRESS:
STREET 1: 350 MADISON AVENUE 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-624-2940
MAIL ADDRESS:
STREET 1: 350 MADISON AVENUE 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Liberty TripAdvisor Holdings, Inc.
CENTRAL INDEX KEY: 0001606745
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374]
IRS NUMBER: 463337365
STATE OF INCORPORATION: CO
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 12300 LIBERTY BLVD
CITY: ENGLEWOOD
STATE: CO
ZIP: 80112
BUSINESS PHONE: 7208755300
MAIL ADDRESS:
STREET 1: 12300 LIBERTY BLVD
CITY: ENGLEWOOD
STATE: CO
ZIP: 80112
4
1
doc4.xml
X0306
4
2021-12-07
0001606745
Liberty TripAdvisor Holdings, Inc.
LTRPA
0001807756
Certares LTRIP LLC
C/O CERTARES MANAGEMENT LLC
350 MADISON AVENUE, 8TH FLOOR
NEW YORK
NY
10017
1
0001446492
FARMER COLIN MICHAEL
12300 LIBER
ENGLEWOOD
CO
80112
1
0001807617
Clementine Investments LLC
12300 LIBER
ENGLEWOOD
CO
80112
1
0001807624
Certares Holdings (Optional) LLC
350 MADISON AVENUE 8TH FLOOR
NEW YORK
NY
10017
1
0001807642
Certares Holdings (Blockable) LLC
12300 LIBER
ENGLEWOOD
CO
80112
1
0001807637
Certares Holdings LLC
12300 LIBER
ENGLEWOOD
CO
80112
1
0001807622
Certares Management LLC
12300 LIBER
ENGLEWOOD
CO
80112
1
0001807899
Pemrose Corp
12300 LIBER
ENGLEWOOD
CO
80112
1
0001295598
OHara Michael Gregory
C/O CERTARE
350 MADISON
NEW YORK
NY
10017
1
Series A Common Stock
2021-12-07
4
M
0
31518.0000
0
A
69634.0000
I
See Footnote
Restricted Stock Units-LTRPA
2021-12-07
4
M
0
31518.0000
0.0000
D
2021-12-07
2021-12-07
Series A Common Stock
31518.0000
0.0000
I
See Footnote
Restricted Stock Units-LTRPA
2021-12-07
4
A
0
25660.0000
0.0000
A
2022-12-07
2022-12-07
Series A Common Stock
25660.0000
25660.0000
I
See Footnote
Each restricted stock unit converted into one share of Series A Common Stock.
Reflects securities held by M. Gregory O'Hara, an employee of Certares Management LLC or one of its affiliates, and a member of the board of directors of the Issuer. Pursuant to policies of Certares Management LLC and its affiliates (collectively, "Certares"), Mr. O'Hara holds such securities for the benefit of Certares, including one or more of the Reporting Persons.
Each restricted stock unit represents a contingent right to receive one share of Series A Common Stock.
Reflects a grant made to M. Gregory O'Hara, an employee of Certares Management LLC or one of its affiliates, and a member of the board of directors of the Issuer. Pursuant to policies of Certares Management LLC and its affiliates (collectively, "Certares"), Mr. O'Hara holds such securities for the benefit of Certares, including one or more of the Reporting Persons.
Exhibit 24 - Power of Attorney. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.
/s/ Brittany A. Uthoff as Attorney-in-Fact for Certares LTRIP LLC
2021-12-09
/s/ Brittany A. Uthoff as Attorney-in-Fact for Colin Farmer
2021-12-09
/s/ Brittany A. Uthoff as Attorney-in-Fact for Clementine Investments LLC
2021-12-09
/s/ Brittany A. Uthoff as Attorney-in-Fact for Certares Holdings (Optional) LLC
2021-12-09
/s/ Brittany A. Uthoff as Attorney-in-Fact for Certares Holdings (Blockable) LLC
2021-12-09
/s/ Brittany A. Uthoff as Attorney-in-Fact for Certares Holdings LLC
2021-12-09
/s/ Brittany A. Uthoff as Attorney-in-Fact for Certares Management LLC
2021-12-09
/s/ Brittany A. Uthoff as Attorney-in-Fact for Pemrose Corp
2021-12-09
/s/ Brittany A. Uthoff as Attorney-in-Fact for Michael Gregory O'Hara
2021-12-09
EX-24
2
poaltahcer.txt
POWER OF ATTORNEY
Know all by these presents, that the undersigned
hereby constitutes and appoints each of Michael E.
Hurelbrink, Katherine C. Jewell, Craig Troyer,
Brittany A. Uthoff, Renee L. Wilm, Linda K. Boyle,
Ruth M. Huff, and Erica K. Kaiser, signing singly,
as the undersigned's true and lawful attorney-in-fact to:
1. Prepare, execute in the undersigned's name and on the
undersigned's behalf, and submit to the U.S. Securities
and Exchange Commission (the "SEC") a Form ID, including
amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the
undersigned to make electronic filings with the SEC of
reports required by Section 16(a) of the Securities
Exchange Act of 1934 or any rule or regulation of the SEC;
2. Execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer and/or director
of Liberty TripAdvisor Holdings, Inc. (the "Company"),
Forms 3, 4, and 5 in accordance with Section 16(a) of
the Securities Exchange Act of 1934 and the rules
thereunder, and any other forms or reports the
undersigned may be required to file in connection with
the undersigned's ownership, acquisition, or disposition
of securities of the Company;
3. Do and perform any and all acts for and on behalf of
the undersigned which may be necessary or desirable to
complete and execute any such Form 3, 4, or 5, and timely
file such form or reportwith the SEC and any stock exchange
or similar authority; and
4. Take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of
such attorney-in-fact, may be of benefit to, in the best
interest of, or legally required by, the undersigned, it
being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to
this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact
may approve in such attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact
full power and authority to do and perform any and every act
and thing whatsoever requisite, necessary, or proper to be
done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the
undersigned might or could do if personally present,
with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact,
or such attorney-in-fact's substitute or substitutes,
shall lawfully do or cause to be done by virtue of this
Power of Attorney and the rights and powers herein granted.
The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at
the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the
Securities Act of 1934, and the undersigned agrees to
indemnify and hold harmless each of the attorneys-in-fact
from any liability or expense based on or arising from any
action taken pursuant to this Power of Attorney.
This Power of Attorney shall remain in full force and effect
until the undersigned is no longer required to file Forms 3,
4, and 5 with respect to the undersigned's holdings of and
transactions in securities issued by the Company, unless
earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 12th day of April, 2021.
/s/ M. Gregory O'Hara
________________________________
M. Gregory O'Hara
/s/ M. Gregory O'Hara
________________________________
Certares Holdings, LLC
By: Certares Management LLC
By: M. Gregory O'Hara
Title: Founder and Senior Managing Director
/s/ M. Gregory O'Hara
________________________________
Certares Holdings (Blockable) LLC
By: Certares Management LLC
By: M. Gregory O'Hara
Title: Founder and Senior Managing Director
/s/ M. Gregory O'Hara
________________________________
Certares Holdings (Optional) LLC
By: Certares Management LLC
By: M. Gregory O'Hara
Title: Founder and Senior Managing Director
/s/ M. Gregory O'Hara
________________________________
Certares LTRIP LLC
By: Certares Management LLC
By: M. Gregory O'Hara
Title: Founder and Senior Managing Director
/s/ M. Gregory O'Hara
________________________________
Certares Management LLC
By: M. Gregory O'Hara
Title: Founder and Senior Managing Director
/s/ M. Gregory O'Hara
________________________________
Clementine Investments LLC
By: M. Gregory O'Hara
Title: Managing Member
/s/ Colin Farmer
________________________________
Colin Farmer
/s/ Colin Farmer
________________________________
Pemrose Corporation
By: Colin Farmer
Title: President