FULLTEXT DEL 3 AV 3
10-K – 2026-02-13 – expe-20251231.htm
NOTE 4 — Property and Equipment, Net
Our property and equipment consists of the following:
December 31,
2025 2024
(In millions)
Capitalized software development $ 3,748 $ 3,373
Computer equipment 182 170
Furniture and other equipment 113 115
Buildings and leasehold improvements 1,244 1,227
Land 146 146
5,433 5,031
Less: accumulated depreciation ( 3,069 ) ( 2,814 )
Projects in progress 83 196
Property and equipment, net $ 2,447 $ 2,413
As of December 31, 2025 and 2024, our recorded capitalized software development costs, net of accumulated amortization, which have been placed in service were $ 1.3 billion and $ 1.1 billion. For the years ended December 31, 2025, 2024 and 2023, we recorded amortization of capitalized software development costs of $ 749 million, $ 671 million and $ 642 million included in depreciation and amortization expense.
As of December 31, 2025, 2024 and 2023, we had $ 8 million, $ 2 million and $ 5 million, respectively, included in accounts payable for the acquisition of property and equipment, which is considered a non-cash investing activity in the consolidated statements of cash flows.
NOTE 5 – Leases
We have operating leases for office space and data centers. Our leases have remaining lease terms of one year to 12 years, some of which include options to extend the leases for up to ten years , and some of which include options to terminate the leases within one year .
Operating lease costs were $ 84 million, $ 85 million and $ 97 million for the years ended December 31, 2025, 2024 and 2023, respectively.
Supplemental cash flow information related to leases were as follows:
Year ended
December 31,
2025 2024 2023
(In millions)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows for operating lease payments $ 81 $ 80 $ 92
Right-of-use assets obtained in exchange for lease obligations:
Operating leases 41 22 86
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Supplemental consolidated balance sheet information related to leases were as follows:
December 31, 2025 December 31, 2024
(in millions)
Operating lease right-of-use assets $ 296 $ 305
Current lease liabilities, included within Accrued expenses and other current liabilities $ 61 $ 63
Long-term lease liabilities, included within Operating lease liabilities 254 265
Total operating lease liabilities $ 315 $ 328
Weighted average remaining lease term 5.8 years 6.2 years
Weighted average discount rate 4.2 % 4.2 %
Maturities of lease liabilities are as follows:
Operating Leases
(in millions)
Year ending December 31,
2026 $ 72
2027 73
2028 66
2029 56
2030 32
2031 and thereafter 57
Total lease payments 356
Less: imputed interest ( 41 )
Total $ 315
NOTE 6 — Goodwill and Intangible Assets, Net
The following table presents our goodwill and intangible assets as of December 31, 2025 and 2024:
December 31,
2025 2024
(In millions)
Goodwill $ 6,872 $ 6,844
Intangible assets with indefinite lives 769 763
Intangible assets with definite lives, net 50 54
$ 7,691 $ 7,661
Impairment Assessments. We perform our annual assessment of possible impairment of goodwill and indefinite-lived intangible assets as of October 1, or more frequently if events and circumstances indicate that an impairment may have occurred.
During the third quarter of 2024, we recognized intangible impairment charges of $ 33 million related to an indefinite-lived trade name within our trivago segment that resulted from a decline in revenue in the current year as well as trivago's share price decline, which reduced its total market capitalization relative to its net assets. In addition, during our annual assessment of goodwill and intangible assets during the fourth quarter of 2024, we recognized intangible impairment charges of $ 114 million related to an indefinite-lived trade name within our B2C segment.
During 2023, we recognized a goodwill impairment charge of $ 297 million related to our trivago segment as well as intangible impairment charges of $ 15 million related to indefinite-lived trade name within our trivago segment, due to a strategic shift at trivago, which included intensifying its brand marketing investments with an anticipated decrease in profitability. In addition, during the fourth quarter of 2023, we recognized intangible impairment charges of $ 114 million related to indefinite-lived trade names within our B2C segment.
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Goodwill. The following table presents the changes in goodwill by reportable segment:
B2C B2B trivago Total
(In millions)
Balance as of December 31, 2023 $ 6,436 $ 413 $ — $ 6,849
Foreign exchange translation and other ( 3 ) ( 2 ) — ( 5 )
Balance as of December 31, 2024 6,433 411 — 6,844
Additions — — 16 16
Foreign exchange translation and other 11 1 — 12
Balance as of December 31, 2025 $ 6,444 $ 412 $ 16 $ 6,872
As of December 31, 2025, accumulated goodwill impairment losses in total were $ 3.6 billion, of which $ 3.0 billion was associated with our B2C segment and $ 537 million was associated with our trivago segment.
Indefinite-lived Intangible Assets. Our indefinite-lived intangible assets relate principally to trade names and trademarks acquired in various acquisitions.
Intangible Assets with Definite Lives. The following table presents the components of our intangible assets with definite lives as of December 31, 2025 and 2024:
December 31, 2025 December 31, 2024
Cost Accumulated
Amortization Net Cost Accumulated
Amortization Net
(In millions)
Customer relationships $ 381 $ ( 381 ) $ — $ 380 $ ( 369 ) $ 11
Supplier relationships 485 ( 485 ) — 475 ( 474 ) 1
Domain names 168 ( 155 ) 13 166 ( 145 ) 21
Technology 391 ( 362 ) 29 353 ( 353 ) —
Other 302 ( 294 ) 8 295 ( 274 ) 21
Total $ 1,727 $ ( 1,677 ) $ 50 $ 1,669 $ ( 1,615 ) $ 54
Amortization expense was $ 40 million, $ 57 million and $ 59 million for the years ended December 31, 2025, 2024 and 2023. The estimated future amortization expense related to intangible assets with definite lives as of December 31, 2025, assuming no subsequent impairment of the underlying assets, is as follows, in millions:
2026 $ 18
2027 10
2028 6
2029 6
2030 6
2031 and thereafter 4
Total $ 50
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NOTE 7 — Debt
The following table sets forth our outstanding debt:
December 31,
2025 2024
(In millions)
6.25 % senior notes due 2025
$ — $ 1,043
5.0 % senior notes due 2026
750 749
0 % convertible senior notes due 2026
942 996
4.625 % senior notes due 2027
748 747
3.8 % senior notes due 2028
998 997
3.25 % senior notes due 2030
1,242 1,240
2.95 % senior notes due 2031
495 494
5.4 % senior notes due 2035
986 —
Total debt (1)
$ 6,161 $ 6,266
Current maturities of long-term debt ( 1,692 ) ( 1,043 )
Long-term debt, excluding current maturities $ 4,469 $ 5,223
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(1) Net of applicable discounts and debt issuance costs.
Outstanding Debt
Senior Notes Outstanding.
February 2025 Senior Notes Issuance. In February 2025, we issued $ 1 billion of registered senior unsecured notes that bear interest at 5.4 % and are due in February 2035 (the “ 5.4 % Notes”). The 5.4 % Notes were issued at a price of 99.316 % of the aggregate principal amount. Interest is payable semi-annually in arrears in February and August of each year, beginning August 15, 2025. At any time prior to November 15, 2034, we may redeem some or all of the 5.4 % Notes by paying a “make-whole” premium plus accrued and unpaid interest, if any. On or after November 15, 2034, we may redeem some or all of the 5.4 % Notes at par plus accrued and unpaid interest, if any. The net proceeds from the issuance of the 5.4 % Notes were approximately $ 985 million after deducting the discount and debt issuance costs.
In prior years, we issued the following senior notes, which are still outstanding as of December 31, 2025:
• $ 750 million of registered senior unsecured notes that are due in February 2026 that bear interest at 5.0 % (the “ 5.0 % Notes”). The 5.0 % Notes were issued at 99.535 % of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in arrears in February and August of each year. We may redeem the 5.0 % Notes at our option at any time in whole or from time to time in part. If we elect to redeem the 5.0 % Notes on or after November 12, 2025, we may redeem them at a redemption price of 100 % of the principal plus accrued interest.
• $ 750 million of registered senior unsecured notes that are due in August 2027 that bear interest at 4.625 % (the “ 4.625 % Notes”). The 4.625 % Notes were issued at a price of 99.997 % of the aggregate principal amount. Interest is payable semi-annually in arrears in February and August of each year. We may redeem some or all of the 4.625 % Notes at any time prior to May 1, 2027 by paying a “make-whole” premium plus accrued and unpaid interest, if any. We may redeem some or all of the 4.625 % Notes on or after May 1, 2027 at par plus accrued and unpaid interest, if any.
• $ 1 billion of registered senior unsecured notes that are due in February 2028 that bear interest at 3.8 % (the “ 3.8 % Notes”). The 3.8 % Notes were issued at 99.747 % of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in arrears in February and August of each year. We may redeem the 3.8 % Notes at our option at any time in whole or from time to time in part. If we elect to redeem the 3.8 % Notes prior to November 15, 2027, we may redeem them at a redemption price of 100 % of the principal plus accrued interest, plus a “make-whole” premium. If we elect to redeem the 3.8 % Notes on or after November 15, 2027, we may redeem them at a redemption price of 100 % of the principal plus accrued interest.
• $ 1.25 billion of registered senior unsecured notes that are due in February 2030 and bear interest at 3.25 % (the “ 3.25 % Notes”). The 3.25 % Notes were issued at 99.225 % of par resulting in a discount, which is being amortized over their life. Interest is payable semi-annually in arrears in February and August of each year. We may redeem the 3.25 % Notes at our option at any time in whole or from time to time in part. If we elect to redeem the 3.25 % Notes prior to November 15, 2029, we may redeem them at a redemption price of 100 % of the principal plus accrued interest, plus a
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“make-whole” premium. If we elect to redeem the 3.25 % Notes on or after November 15, 2029, we may redeem them at a redemption price of 100 % of the principal plus accrued interest.
• $ 500 million of senior unsecured notes that are due in March 2031 and bear interest at 2.95 % (the " 2.95 % Notes"). The 2.95 % Notes were issued at a price of 99.081 % of the aggregate principal amount. Interest is payable semi-annually in arrears in March and September of each year and the interest rate is subject to adjustment based on certain ratings events. We may redeem some or all of the 2.95 % Notes at any time prior to December 15, 2030 by paying a “make-whole” premium plus accrued and unpaid interest, if any. We may redeem some or all of the 2.95 % Notes on or after December 15, 2030 at par plus accrued and unpaid interest, if any.
All of our outstanding senior notes (collectively the "Senior Notes") are senior unsecured obligations issued by Expedia Group and guaranteed by certain domestic Expedia Group subsidiaries. The Senior Notes rank equally in right of payment with all of our existing and future unsecured and unsubordinated obligations of Expedia Group and the guarantor subsidiaries. In addition, the Senior Notes include covenants that limit our ability to (i) create certain liens, (ii) enter into sale/leaseback transactions and (iii) merge or consolidate with or into another entity or transfer substantially all of our assets. The Senior Notes are redeemable in whole or in part, at the option of the holders thereof, upon the occurrence of certain change of control triggering events at a purchase price in cash equal to 101 % of the principal plus accrued and unpaid interest. Accrued interest related to the Senior Notes was $ 82 million and $ 73 million as of December 31, 2025 and 2024.
Convertible Notes Outstanding. In February 2021, we completed our private placement of $ 1 billion aggregate principal amount of unsecured 0 % convertible senior notes that mature on February 15, 2026 unless earlier converted, redeemed or repurchased (the "Convertible Notes").
The Convertible Notes are unsecured, unsubordinated obligations and rank equally in right of payment with each other and with all of our existing and future unsecured and unsubordinated obligations, including our existing senior notes. The Convertible Notes are fully and unconditionally guaranteed by the subsidiary guarantors, which include each domestic subsidiary that is a borrower under or guarantees the obligations under our existing senior secured credit agreement. So long as the guarantees are in effect, each subsidiary guarantor’s guarantee will be the unsecured, unsubordinated obligation of such subsidiary guarantor and will rank equally in right of payment with each other and with all of such subsidiary guarantor’s existing and future unsecured and unsubordinated obligations, including such subsidiary guarantor’s guarantees of our existing senior notes.
The Convertible Notes have a current conversion rate of 3.9526 shares of common stock of Expedia Group with a par value $ 0.0001 per share (referred to as “our common stock” herein), per $1,000 principal amount of Convertible Notes, which is equal to a current conversion price of approximately $ 253.00 per share of our common stock. The conversion rate is subject to adjustment from time to time upon the occurrence of certain events, including, but not limited to, the issuance of stock dividends and payment of cash dividends. At any time prior to the close of business on the business day immediately preceding November 15, 2025, holders could convert their Convertible Notes at their option only under the following circumstances:
• during any calendar quarter commencing after the calendar quarter ending on March 31, 2021 (and only during such calendar quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is equal to or greater than 130 % of the conversion price then in effect on each applicable trading day;
• during the five business day period immediately after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of Convertible Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of our common stock and the conversion rate on each such trading day;
• if the Company calls any or all of the Convertible Notes for redemption, at any time prior to the close of business on the business day immediately prior to the redemption date, but only with respect to the Convertible Notes called for redemption (or deemed called for redemption); or
• upon the occurrence of specified corporate events.
Irrespective of the foregoing conditions, holders may convert their Convertible Notes on or after November 15, 2025 and prior to the close of business on the second scheduled trading day immediately preceding the maturity date. Additionally, upon the occurrence of a corporate event that constitutes a “make-whole fundamental change” per the indenture, or if we call the Convertible Notes for redemption, and a holder elects to convert its Convertible Notes in connection with such make-whole fundamental change or during the related redemption period, as the case may be, such holder may be entitled to an increase in the conversion rate in certain circumstances as described in the indenture. Prior to November 2025, upon conversion, holders could receive cash, shares of our common stock or a combination of cash and shares of our common stock, at our election (the "conversion option").
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Upon issuance and subsequent balance sheet-date reassessments through September 30, 2025, the conversion option on the Convertible Notes qualified for the equity scope exception under derivative accounting guidance because the Company had the option to deliver either cash, shares of our common stock or a combination of cash and shares of our common stock at our election. Under such exception, the conversion option is not required to be accounted for as a separate instrument. On November 12, 2025, the Company elected to irrevocably fix the settlement method to cash settlement. Upon that election, the conversion option no longer qualified for the exception and was deemed to be an embedded derivative which required bifurcation from the debt contract. Upon bifurcation of the conversion option, we recorded an embedded derivative liability at fair value of $ 119 million and a corresponding debt discount of $ 119 million reducing the carrying value of the Convertible Notes. The debt discount is amortized over the remaining term of the Convertible Notes using the straight-line method. The fair value of the embedded derivative liability (considered a "Level 2" fair value measurement; see NOTE 3 — Fair Value Measurements), was $ 126 million as of December 31, 2025 and is included in accrued expenses and other current liabilities on the consolidated balance sheet. The unamortized debt discount and debt issuance costs were $ 58 million as of December 31, 2025 and the unamortized debt issuance costs were $ 4 million as of December 31, 2024.
We recognized the following charges related to the conversion option on the Convertible Notes in our consolidated statement of operations:
(In millions) Classification in consolidated statements of operations Year ended
December 31, 2025
Change in fair value of the embedded derivative Other, net $ 7
Amortization of debt discount Interest expense 62
Total charges $ 69
Interest expense related to the amortization of the original debt issuance costs for the Convertible Notes was $ 3 million during each of the years ended December 31, 2025, 2024 and 2023.
Estimated Fair Value. The total estimated fair value of our Senior Notes was approximately $ 5.2 billion and $ 5.1 billion as of December 31, 2025 and 2024. Additionally, the estimated fair value of the Convertible Notes was $ 1.1 billion and $ 997 million as of December 31, 2025 and 2024. The fair value was determined based on quoted market prices in less active markets and is categorized accordingly as Level 2 in the fair value hierarchy.
Redemption of Senior Notes
During 2025, we early redeemed all of our approximately $ 1 billion registered senior unsecured notes that were due May 2025 and bore interest at 6.25 % (the “ 6.25 % Notes”), which resulted in the recognition of an immaterial loss on debt extinguishment from the write-off of debt issuance costs during the first quarter of 2025. The redemption price for the 6.25 % Notes was 100 % of the aggregate principal amount thereof plus accrued and unpaid interest thereon through the redemption date of $ 18 million.
Credit Facility
As of December 31, 2025 and 2024, Expedia Group maintained a $ 2.5 billion revolving credit facility that matures in April 2027. As of December 31, 2025 and 2024, we had no revolving credit facility borrowings outstanding. Loans under the revolving credit facility bear interest at a rate equal to an index rate plus a margin (a) in the case of term benchmark loans, ranging from 1.00 % to 1.75 % per annum, depending on Expedia Group's credit ratings, and (b) in the case of base rate loans, ranging from 0.00 % to 0.75 % per annum, depending on Expedia Group's credit ratings. A fee is payable quarterly in respect of undrawn commitments under the revolving credit facility at a rate ranging from 0.10 % to 0.25 % per annum, depending on Expedia Group's credit ratings. The terms of the revolving credit facility require Expedia Group to not exceed a specified maximum consolidated leverage ratio as of the end of each fiscal quarter.
The revolving credit facility has a $ 120 million letter of credit (“LOC”) sublimit, and the amount of LOCs issued under the facility reduced the credit amount available. As of December 31, 2025 and 2024, there was $ 43 million and $ 45 million of outstanding stand-by LOCs issued under the facility.
NOTE 8 — Employee Benefit Plans
Our U.S. employees are generally eligible to participate in a retirement and savings plan that qualifies under Section 401(k) of the Internal Revenue Code. Participating employees may contribute up to 50 % of their eligible compensation on a pre-tax and/or Roth basis. Employees may also contribute up to 10 % after-tax, not to exceed 60 % of pay and not more than statutory limits. Expedia Group makes matching contributions in an amount equal to 50 % of participant 401(k) contributions up to the first 6 % of their compensation each payroll period. Our contribution vests with the employee after the employee completes two years of service. Participating employees have the option to invest in our common stock, but there is no
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requirement for participating employees to invest their contribution or our matching contribution in our common stock. We also have various defined contribution plans for our international employees. Our contributions to these benefit plans were $ 71 million, $ 69 million and $ 72 million for the years ended December 31, 2025, 2024 and 2023.
NOTE 9 — Stock-Based Awards and Other Equity Instruments
Pursuant to the Amended and Restated Expedia Group, Inc. 2005 Stock and Annual Incentive Plan, we may grant restricted stock, restricted stock awards, RSUs, stock options and other stock-based awards, such as PSUs, to directors, officers, employees and consultants. As of December 31, 2025, we had approximately nine million shares of common stock reserved for new stock-based awards under the 2005 Stock and Annual Incentive Plan. We issue new shares to satisfy the exercise or release of stock-based awards.
The following table presents a summary of RSU activity:
RSUs Weighted Average
Grant-Date Fair
Value
(In thousands)
Balance as of December 31, 2024 6,712 $ 124.31
Granted 2,837 173.18
Vested ( 3,481 ) 133.08
Cancelled ( 1,030 ) 129.57
Balance as of December 31, 2025 5,038 144.65
The following table presents a summary of PSU activity:
PSUs Weighted Average
Grant-Date Fair
Value
(In thousands)
Shares probable to be issued as of December 31, 2024 346 $ 99.88
Granted (1)
229 175.00
Performance Shares Adjustment (2)
208 163.62
Cancelled ( 119 ) 195.93
Shares probable to be issued as of December 31, 2025 (2)
664 124.68
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(1) Represents number of shares granted at 100 % of target.
(2) Outcome for vested market-based awards is updated based upon achievement of certain stock price growth rate targets of the Company’s common stock. Probable outcome for unvested market-based awards is based upon achievement of certain stock price growth rate targets of the Company’s common stock as of December 31, 2025. Probable outcome for unvested performance-based awards is updated based upon changes in actual and forecasted operating results or expected achievement of performance goals, as applicable, and the impact of modifications.
The total market value of RSU and PSU shares vested during the years ended December 31, 2025, 2024 and 2023 was $ 722 million, $ 578 million and $ 316 million.
The following table presents a summary of our stock option activity:
Options Weighted Average
Exercise Price Remaining
Contractual Life Aggregate
Intrinsic Value
(In thousands) (In years) (In millions)
Balance as of December 31, 2024 2,392 $ 154.61
Exercised ( 692 ) 148.29
Balance as of December 31, 2025 1,700 157.18 0.7 $ 214
Exercisable as of December 31, 2025 1,700 157.18 0.7 214
The aggregate intrinsic value of outstanding options shown in the stock option activity table above represents the total pretax intrinsic value at December 31, 2025, based on our closing stock price of $ 283.31 as of the last trading date in 2025. The total intrinsic value of stock options exercised was $ 57 million, $ 33 million and $ 9 million for the years ended December 31, 2025, 2024 and 2023.
There were no options granted during 2025, 2024 or 2023.
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In 2025, 2024 and 2023, we recognized total stock-based compensation expense of $ 398 million, $ 458 million and $ 413 million. The total income tax benefit related to stock-based compensation expense was $ 206 million, $ 152 million and $ 88 million for 2025, 2024 and 2023. We capitalized $ 99 million, $ 81 million and $ 71 million of stock-based compensation expense associated with the cost of developing internal-use software in 2025, 2024 and 2023.
Cash received from stock-based award exercises for the years ended December 31, 2025, 2024 and 2023 was $ 12 million, $ 67 million and $ 60 million, respectively. Total current income tax benefits during the years ended December 31, 2025, 2024 and 2023 associated with the exercise of stock-based awards held by our employees were $ 39 million, $ 24 million and $ 17 million, respectively.
As of December 31, 2025, there was approximately $ 703 million of unrecognized stock-based compensation expense related to unvested stock-based awards, which is expected to be recognized in expense over a weighted-average period of 1.13 years.
Employee Stock Purchase Plan
We have an Employee Stock Purchase Plan (“ESPP”), which allows shares of our common stock to be purchased by eligible employees at six-month intervals at 85 % of the fair market value of the stock on either the first or the last day of each six-month period, whichever is lower. Eligible employees were allowed to contribute up to 15 % of their base compensation. During 2025, 2024 and 2023, approximately 227,000 , 415,000 , and 442,000 shares were purchased under this plan for an average price of $ 165.72 , $ 116.91 and $ 92.56 per share. As of December 31, 2025, we have reserved approximately 0.8 million shares of our common stock for issuance under the ESPP.
NOTE 10 — Income Taxes
The following table summarizes our U.S. and foreign income (loss) before income taxes:
Year Ended December 31,
2025 2024 2023
(In millions)
U.S. $ 1,307 $ 1,280 $ 935
Foreign 284 262 83
Total $ 1,591 $ 1,542 $ 1,018
Provision for Income Taxes
The following table summarizes our provision for income taxes:
Year Ended December 31,
2025 2024 2023
(In millions)
Current income tax expense:
U.S. federal $ 7 $ 68 $ 106
State 28 30 36
Foreign 177 146 126
Current income tax expense 212 244 268
Deferred income tax (benefit) expense:
U.S. federal 78 77 75
State 10 18 ( 4 )
Foreign ( 10 ) ( 21 ) ( 9 )
Deferred income tax expense 78 74 62
Income tax expense:
U.S. federal 85 145 181
State 38 48 32
Foreign 167 125 117
Income tax expense $ 290 $ 318 $ 330
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We reduced our current income tax payable by $ 39 million, $ 24 million, and $ 17 million for the years ended December 31, 2025, 2024 and 2023 for tax deductions attributable to stock-based compensation.
Deferred Income Taxes
As of December 31, 2025 and 2024, the significant components of our deferred tax assets and deferred tax liabilities were as follows:
December 31,
2025 2024
(In millions)
Deferred tax assets:
Provision for accrued expenses $ 54 $ 47
Deferred loyalty rewards 253 217
Net operating loss and tax credit carryforwards 196 130
Capitalized research and development 207 391
Operating lease liabilities 113 118
Long-term investments 119 108
Other 133 84
Total deferred tax assets 1,075 1,095
Less valuation allowance ( 206 ) ( 176 )
Net deferred tax assets $ 869 $ 919
Deferred tax liabilities:
Goodwill and intangible assets $ ( 315 ) $ ( 308 )
Anticipatory foreign tax credits ( 32 ) ( 17 )
Operating lease ROU assets ( 109 ) ( 115 )
Other ( 1 ) ( 2 )
Total deferred tax liabilities $ ( 457 ) $ ( 442 )
Net deferred tax assets $ 412 $ 477
As of December 31, 2025, we had state net operating loss carryforwards (“NOLs”) of approximately $ 121 million and foreign NOLs of approximately $ 298 million. State NOLs of $ 33 million may be carried forward indefinitely, and state NOLs of $ 88 million expire at various times starting from 2035. Foreign NOLs of $ 198 million may be carried forward indefinitely, and foreign NOLs of $ 100 million expire at various times starting from 2027. As of December 31, 2025, we had tax credit carryforwards of approximately $ 135 million, which expire at various times starting from 2039.
As of December 31, 2025, we had a valuation allowance of approximately $ 206 million related to certain tax attribute carryforwards for which it is more likely than not the tax benefits will not be realized. The valuation allowance increased by $ 30 million from the amount recorded as of December 31, 2024, primarily due to the realized and unrealized capital losses on investments.
Most of our foreign undistributed earnings have already been subject to U.S. federal income tax. We do not assert indefinite reinvestment on the undistributed earnings of our foreign subsidiaries.
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Reconciliation of U.S. Federal Statutory Income Tax Rate to Effective Income Tax Rate
A reconciliation of amounts computed by applying the U.S. federal statutory income tax rate to income before income taxes to total income tax expense is as follows:
Year Ended December 31,
2025 2024 2023
($ in millions)
U.S. federal statutory tax rate $ 334 21.0 % $ 324 21.0 % $ 214 21.0 %
State and local income tax, net of federal income tax effect (1)
32 2.0 43 2.8 28 2.8
Foreign tax effects:
United Kingdom:
Nontaxable or nondeductible items 18 1.1 10 0.6 6 0.6
Other 1 0.1 1 0.1 3 0.3
Germany:
Tax rate differential ( 1 ) ( 0.1 ) 2 0.1 16 1.6
Nondeductible goodwill impairment — — — — 44 4.3
Other ( 6 ) ( 0.4 ) ( 1 ) ( 0.1 ) 6 0.6
Brazil:
Withholding tax 76 4.8 50 3.2 17 1.7
Other ( 1 ) ( 0.1 ) ( 3 ) ( 0.2 ) ( 1 ) ( 0.1 )
Other foreign jurisdictions 20 1.3 12 0.8 10 1.0
Effect of cross-border tax laws:
Foreign-derived intangible income ( 6 ) ( 0.4 ) ( 27 ) ( 1.8 ) ( 33 ) ( 3.2 )
Other ( 4 ) ( 0.3 ) 4 0.3 ( 3 ) ( 0.3 )
Tax credits:
Research and development tax credits ( 69 ) ( 4.3 ) ( 48 ) ( 3.1 ) ( 63 ) ( 6.2 )
Foreign tax credits ( 94 ) ( 5.9 ) ( 56 ) ( 3.6 ) ( 58 ) ( 5.7 )
Changes in valuation allowances 35 2.2 ( 60 ) ( 3.9 ) — —
Nontaxable or nondeductible items:
Nondeductible compensation 13 0.8 28 1.8 25 2.5
Excess tax benefits related to stock-based compensation ( 45 ) ( 2.8 ) ( 7 ) ( 0.5 ) 9 0.9
Other 25 1.6 2 0.1 3 0.3
Changes in unrecognized tax benefits ( 40 ) ( 2.5 ) 34 2.2 41 4.0
Other adjustments:
Divestitures and entity restructuring — — — — 55 5.4
Other 2 0.1 10 0.8 11 0.9
Effective tax rate $ 290 18.2 % $ 318 20.6 % $ 330 32.4 %
(1) The majority of state and local income tax expense for the period ended December 31, 2025 related to California, Michigan, New Jersey, and the State and City of New York, for the period ended December 31, 2024 related to California, Massachusetts, the State and City of New York, and North Carolina and for the period ended December 31, 2023 related to California, Illinois, New Jersey, and the State and City of New York.
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Income Taxes Paid (Net of Refunds Received)
A reconciliation of the supplemental information related to income taxes paid (net of refunds received) as presented on the consolidated statement of cash flows is as follows:
2025 2024 2023
(In millions)
U.S. federal $ 23 $ 32 $ 126
State 25 35 40
Foreign:
Brazil 73 49 13
Germany ( 2 ) ( 3 ) 35
India 17 13 8
Switzerland 26 6 11
United Kingdom 27 17 30
Other foreign 29 35 18
Total foreign 170 117 115
Income tax payments, net $ 218 $ 184 $ 281
Unrecognized Tax Benefits
A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows:
2025 2024 2023
(In millions)
Balance, beginning of year $ 351 $ 335 $ 313
Additions for tax positions related to the current year 12 18 19
Additions for tax positions of prior years 13 4 4
Reductions for tax positions of prior years ( 64 ) ( 3 ) —
Settlements ( 22 ) ( 3 ) ( 1 )
Balance, end of year $ 290 $ 351 $ 335
As of December 31, 2025, we had $ 290 million of gross unrecognized tax benefits, $ 107 million of which, if recognized, would affect the effective tax rate. As of December 31, 2024, we had $ 351 million of gross unrecognized tax benefits, $ 161 million of which, if recognized, would affect the effective tax rate. As of December 31, 2023, we had $ 335 million of gross unrecognized tax benefits, $ 165 million of which, if recognized, would affect the effective tax rate.
We recognize interest and penalties related to unrecognized tax benefits in the provision for income taxes in our consolidated statement of operations. Accrued interest and penalties of $ 133 million and $ 117 million were reflected in our consolidated balance sheets as of December 31, 2025 and 2024.
The Company is routinely audited by U.S. federal, state, local and foreign income tax authorities. These audits include questioning the timing and amount of income and deductions, and the allocation of income and deductions among various tax jurisdictions. The IRS is currently examining Expedia Group’s U.S. consolidated federal income tax returns for the periods ended December 31, 2011 through December 31, 2020. The Company has consented to an extension of the statute of limitations, until June 30, 2027 for the 2011 through 2022 tax years. As of December 31, 2025, for the Expedia Group, Inc. and Subsidiaries group, statutes of limitations for tax years 2011 through 2024 remain open to examination in the U.S. federal jurisdiction and most state jurisdictions. For the HomeAway and Orbitz groups, statutes of limitations for tax years 2007 through 2015 remain open to examination in the U.S. federal and most state jurisdictions due to NOL carryforwards.
For tax years 2011 to 2013 and 2014 to 2016, the IRS issued final adjustments related to transfer pricing with our foreign subsidiaries. The 2011 to 2013 adjustments would result in federal income tax of approximately $ 244 million, subject to interest. The 2014 to 2016 adjustments would result in federal income tax of approximately $ 431 million, subject to interest. We do not agree with these adjustments and will continue to vigorously defend our position through administrative procedures.
On December 20, 2011, we completed a spin-off of TripAdvisor into a separate publicly-traded corporation. Pursuant to the tax sharing agreement between Expedia Group and TripAdvisor, TripAdvisor is responsible for its potential income tax liabilities in connection with any consolidated income tax returns filed as a part of Expedia Group’s consolidated income tax
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return prior to or in connection with the spin-off. TripAdvisor is required to indemnify Expedia Group for any such taxes, including interest, penalties, legal, and professional fees.
In 2023, TripAdvisor agreed in principle with the IRS to an assessed amount of $ 120 million, inclusive of interest and state tax effects, for transfer pricing adjustments with its foreign subsidiaries for the 2009 to 2011 tax years. The assessment is a tax liability for tax years when TripAdvisor was part of Expedia Group's consolidated income tax return and is covered by the indemnification pursuant to the tax sharing agreement. In May 2023, Expedia Group received from the IRS the final assessment for the 2009 through 2011 tax years related to the TripAdvisor matter. Expedia Group remitted $ 113 million in settlement payments to the IRS, as the primary obligor for this assessment, and received the reimbursement required from TripAdvisor in settlement of the indemnification receivable for this matter. During 2023, we recorded $ 67 million of additional income tax expense and a corresponding tax indemnification adjustment in other, net in our consolidated statements of operations representing the estimate of the incremental assessed payment to the IRS, including state tax effects. During 2024, we recorded an additional $ 6 million of income tax expense related to interest adjustments for the 2010-2011 tax years.
NOTE 11 — Stockholders' Equity
Common Stock and Class B Common Stock
Our authorized common stock consists of 1.6 billion shares of common stock with par value of $ 0.0001 per share, and 400 million shares of Class B common stock with par value of $ 0.0001 per share. Both classes of common stock qualify for and share equally in dividends, if declared by our Board of Directors, and generally vote together on all matters. Common stock is entitled to 1 vote per share and Class B common stock is entitled to 10 votes per share. Holders of common stock, voting as a single, separate class are entitled to elect 25 % of the total number of directors. Class B common stockholders may, at any time, convert their shares into common stock, on a one for one share basis. Upon conversion, the Class B common stock is retired and is not available for reissue. In the event of liquidation, dissolution, distribution of assets or winding-up of Expedia Group, Inc., the holders of both classes of common stock have equal rights to receive all the assets of Expedia Group, Inc. after the rights of the holders of the preferred stock, if any, have been satisfied.
Treasury Stock
As of December 31, 2025, the Company's treasury stock was comprised of approximately 174.5 million shares of common stock and 7.3 million Class B shares. As of December 31, 2024, the Company's treasury stock was comprised of approximately 164.2 million shares of common stock and 7.3 million Class B shares.
Share Repurchases. In 2019, the Board of Directors and the Executive Committee of the Board, pursuant to a delegation of authority from the Board, authorized a program to repurchase up to 20 million shares of our common stock (the “2019 Share Repurchase Program”). In 2023, the Executive Committee of the Board of Directors, pursuant to a delegation of authority from the Board, authorized an additional program to repurchase up to $ 5 billion of our common stock (“2023 Share Repurchase Program”). The 2019 Share Repurchase Program has been completed. Our 2023 Share Repurchase Program does not have fixed expiration dates and does not obligate the Company to acquire any specific number of shares. Under the program, shares may be repurchased in the open market or in privately negotiated transactions. The timing, manner, price and amount of any repurchases will be subject to the discretion of the Company and depend on a variety of factors, including the market price of Expedia Group’s common stock, general market and economic conditions, regulatory requirements and other business considerations.
Shares repurchased under the authorized programs were as follows:
Year Ended December 31,
2025 2024 2023
Number of shares repurchased 9.0 million 12.1 million 19.1 million
Average price per share $ 184.76 $ 133.85 $ 106.07
Total cost of repurchases (in millions) (1)
$ 1,662 $ 1,616 $ 2,031
___________________________________
(1) Amount excludes transaction costs and the excise tax due under the Inflation Reduction Act of 2022.
As of December 31, 2025, $ 1.6 billion remains authorized for repurchase with no fixed termination date for the repurchases.
Dividends on our Common Stock
In 2025, the Executive Committee, acting on behalf of the Board of Directors, declared and paid the following dividends:
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Declaration Date Dividend
Per Share Record Date Total Amount
(in millions) Payment Date
Year Ended December 31, 2025:
February 4, 2025 $ 0.40 March 6, 2025 $ 51 March 27, 2025
May 7, 2025 0.40 May 29, 2025 51 June 18, 2025
August 7, 2025 0.40 August 28, 2025 49 September 18, 2025
November 6, 2025 0.40 November 19, 2025 49 December 11, 2025
In addition, in February 2026, the Executive Committee, acting on behalf of the Board of Directors, declared a quarterly cash dividend of $ 0.48 per share of outstanding common stock payable on March 26, 2026 to the stockholders of record as of the close of business on March 5, 2026. Future declarations of dividends are subject to final determination by our Board of Directors.
Accumulated Other Comprehensive Income (Loss)
The balance of accumulated OCI as of December 31, 2025 and 2024 was primarily comprised of foreign currency translation adjustments. These translation adjustments include foreign currency transaction losses at December 31, 2025 of $ 8 million ($ 10 million before tax) and foreign currency transaction gains at December 31, 2024 of $ 19 million ($ 25 million before tax) associated with our cross-currency interest rate swaps. Additionally, translation adjustments include foreign currency transaction losses of $ 7 million ($ 10 million before tax) as of both December 31, 2025 and 2024 associated with previously settled Euro-denominated notes that were designated as net investment hedges. See NOTE 2 — Significant Accounting Policies for more information.
Non-redeemable Non-controlling Interests
As of December 31, 2025 and 2024, our ownership interest in trivago was approximately 59.2 % and 59.5 %.
During 2023, trivago paid a one-time extraordinary dividend totaling approximately EUR 184 million (or approximately EUR 0.53 per share), which included intercompany payments to Expedia Group as well as $ 78 million to third-parties included in other, net in financing activities on the consolidated statement of cash flows.
NOTE 12 — Earnings Per Share
Basic Earnings Per Share
Basic earnings per share was calculated for the years ended December 31, 2025, 2024 and 2023 using the weighted average number of common and Class B common shares outstanding during the period excluding restricted stock and stock held in escrow.
Diluted Earnings Per Share
For the years ended December 31, 2025, 2024 and 2023, we computed diluted earnings per share using (i) the number of shares of common stock and Class B common stock used in the basic earnings per share calculation as indicated above, (ii) if dilutive, the incremental common stock that we would issue upon the assumed exercise or vesting of stock-based awards and common stock warrants using the treasury stock method, (iii) if dilutive, our Convertible Notes using the if-converted method prior to the date of our irrevocable election to settle in cash as discussed in NOTE 7 — Debt, and (iv) other stock-based commitments.
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The following table presents our basic and diluted earnings per share:
Year Ended December 31,
2025 2024 2023
(In millions, except share and per share data)
Net income attributable to Expedia Group, Inc. $ 1,294 $ 1,234 $ 797
Earnings per share attributable to Expedia Group, Inc. available to common stockholders:
Basic $ 10.32 $ 9.39 $ 5.50
Diluted 9.81 8.95 5.31
Weighted average number of shares outstanding (000's):
Basic 125,363 131,432 144,967
Dilutive effect of:
Convertible Notes 3,410 3,921 3,921
Stock-based awards 3,170 2,566 1,340
Diluted 131,943 137,919 150,228
For the year ended December 31, 2025, a minimal number of shares of outstanding stock-based awards were excluded from the calculations of diluted earnings per share attributable to common stockholders because their effect would have been antidilutive. For the years ended December 31, 2024 and 2023, approximately 1 million and approximately 4 million were excluded.
The earnings per share amounts are the same for common stock and Class B common stock because the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation.
NOTE 13 — Restructuring and Related Reorganization Charges
In February 2024, we committed to restructuring actions to recalibrate resources as most of the Company’s organizational and technological transformation is now completed, which has resulted in headcount reductions. During 2025, we made the decision to expand these actions. As a result, we recognized $ 107 million and $ 80 million in restructuring and related reorganization charges during 2025 and 2024. The charges were predominately related to employee severance, stock-based compensation and benefit costs and approximately $ 26 million was included in accrued expenses and other current liabilities on our consolidated balance sheet as of December 31, 2025. Based on current plans which are subject to change, we expect approximately $ 60 million in additional reorganization charges with the majority occurring in the first quarter of 2026. We continue to evaluate additional cost reduction efforts, and should we make additional decisions in future periods to take further actions we may incur additional reorganization charges.
NOTE 14 — Other Income (Expense)
Other, net
The following table presents the components of other, net:
For the Year Ended December 31,
2025 2024 2023
(In millions)
Foreign exchange rate losses, net $ ( 46 ) $ ( 66 ) $ ( 85 )
Gains (losses) on minority equity investments, net ( 167 ) 289 16
Loss related to the conversion option on Convertible Notes ( 7 ) — —
TripAdvisor tax indemnification adjustment — 6 67
Gain on sale of businesses and investments, net 3 5 25
Other ( 19 ) — —
Total $ ( 236 ) $ 234 $ 23
During 2025, 2024 and 2023, we had no business dispositions, but we recognized miscellaneous gains related to sales of businesses in a prior year as well as an immaterial gain on the sale of a cost method investment during 2024.
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NOTE 15 — Commitments and Contingencies
Letters of Credit, Purchase Obligations and Guarantees
We have commitments and obligations that include purchase obligations, guarantees and LOCs, which could potentially require our payment in the event of demands by third parties or contingent events. The following table presents these commitments and obligations as of December 31, 2025:
By Period
Total Less than
1 year 1 to 3
years 3 to 5
years More than
5 years
(In millions)
Purchase obligations $ 176 $ 81 $ 93 $ 2 $ —
Guarantees 63 63 — — —
Letters of credit 49 48 1 — —
$ 288 $ 192 $ 94 $ 2 $ —
Our purchase obligations represent the minimum obligations we have under agreements with certain of our vendors. These minimum obligations are less than our projected use for those periods. Payments may be more than the minimum obligations based on actual use.
We have guarantees which consist primarily of bonds relating to tax assessments that we are contesting as well as bonds required by certain foreign countries’ aviation authorities for the potential non-delivery, by us, of packaged travel sold in those countries. The authorities also require that a portion of the total amount of packaged travel sold be bonded. Our guarantees also include certain surety bonds related to various company performance obligations.
Our LOCs consist of stand-by LOCs, underwritten by a group of lenders, which we primarily issue for certain regulatory purposes as well as to certain hotel properties to secure our payment for hotel room transactions. The contractual expiration dates of these LOCs are shown in the table above. There were no material claims made against any stand-by LOCs during the years ended December 31, 2025, 2024 and 2023.
Legal Proceedings
In the ordinary course of business, we are a party to various lawsuits. Management does not expect these lawsuits to have a material impact on the liquidity, results of operations, or financial condition of Expedia Group. We also evaluate other potential contingent matters, including value-added tax, excise tax, sales tax, transient occupancy or accommodation tax and similar matters. We do not believe that the aggregate amount of liability that could be reasonably possible with respect to these matters would have a material adverse effect on our financial results; however, litigation is inherently uncertain and the actual losses incurred in the event that our legal proceedings were to result in unfavorable outcomes could have a material adverse effect on our business and financial performance.
Litigation Relating to Occupancy Taxes. We currently have two lawsuits involving hotel occupancy taxes and we continue to defend against the claims made in them vigorously. With respect to the principal claims in these and previous similar matters, we believe that the statutes or ordinances at issue do not apply to us or the services we provide and, therefore, that we do not owe the taxes that are claimed to be owed. We believe that the statutes or ordinances at issue generally impose occupancy and other taxes on entities that own, operate or control hotels (or similar businesses) or furnish or provide hotel rooms or similar accommodations. We have established a reserve for the potential settlement of issues related to hotel occupancy and other taxes, consistent with applicable accounting principles and in light of all current facts and circumstances, which were not material as of both December 31, 2025 and 2024. Our settlement reserve is based on our best estimate of probable losses and the ultimate resolution of these contingencies may be greater or less than the liabilities recorded. An estimate for a reasonably possible loss or range of loss in excess of the amount reserved cannot be made. Changes to the settlement reserve are included within legal reserves, occupancy tax and other in the consolidated statements of operations.
Pay-to-Play. Certain jurisdictions may assert that we are required to pay any assessed taxes prior to being allowed to contest or litigate the applicability of the ordinances. This prepayment of contested taxes is referred to as “pay-to-play.” Payment of these amounts is not an admission that we believe we are subject to such taxes and, even when such payments are made, we continue to defend our position vigorously. If we prevail in the litigation, for which a pay-to-play payment was made, the jurisdiction collecting the payment will be required to repay such amounts and also may be required to pay interest.
We are in various stages of inquiry or audit with various tax authorities, some of which may impose a pay-to-play requirement to challenge an adverse inquiry or audit result in court.
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Matters Relating to International VAT . We are in various stages of inquiry or audit in multiple European Union jurisdictions regarding the application of VAT to our European Union related transactions. While we believe we comply with applicable VAT laws, rules and regulations in the relevant jurisdictions, the tax authorities may determine that we owe additional taxes.
During the third quarter of 2024, we entered into discussions with Italian tax authorities to resolve matters raised in an audit of the 2016 to 2022 tax years regarding the Company’s purported Italian VAT obligations. In 2024, we recorded a reserve for the potential settlement of these matters, consistent with applicable accounting principles and in light of facts and circumstances at that time, in the amount of $ 107 million within legal reserves, occupancy tax and other in the consolidated statements of operations. While we continued to believe Expedia Group was compliant with Italian tax laws, on November 21, 2024, we reached an agreement with the Italian tax authorities and paid $ 71 million for tax years 2016 to 2022. During 2025, we also reached an agreement with the Italian tax authorities related to tax years 2023 and 2024 and paid $ 33 million.
In certain jurisdictions, including the United Kingdom and Italy, we may be required to “pay-to-play” any VAT assessment prior to contesting its validity. While we believe that we will be successful based on the merits of our positions with regard to audits in pay-to-play jurisdictions, it is nevertheless reasonably possible that we could be required to pay any assessed amounts in order to contest or litigate the applicability of any assessments and an estimate for a reasonably possible amount of any such payments cannot be made.
International Withholding Tax. In July 2025, the Guardia di Finanza (“GdF”) of Milan issued a tax audit report to Expedia Group, proposing an amount of unpaid withholding tax to the Italian Tax Authorities (“ITA”) of 150 million Euros ($ 175 million), excluding penalties and interest, for the years 2017 through 2023. The GdF’s tax audit report purports the Company had an obligation under a 2017 law to withhold and remit 21% income tax from certain short-term rental partners in Italy. In the third quarter of 2025, we entered into discussions with the ITA to resolve this matter and we recorded a reserve for the potential settlement of this matter, consistent with applicable accounting principles and in light of all current facts and circumstances, in the amount of $ 90 million within legal reserves, occupancy tax and other in the consolidated statements of operations. In the fourth quarter of 2025, we recorded additional expense of $ 88 million related to this matter. While we continued to believe Expedia Group was compliant with Italian tax laws, on December 10, 2025, we reached an agreement with the Italian tax authorities and paid $ 156 million for tax years 2017 to 2023. We are in ongoing discussions with the Italian tax authorities to resolve withholding tax claims related to subsequent years. As of December 31, 2025, our remaining settlement reserve was approximately $ 22 million included within accrued expenses and other current liabilities. Our settlement reserve is based on our reasonable estimate, and the ultimate resolution of the contingency may be greater than the liability recorded.
NOTE 16 — Related Party Transactions
IAC Inc.
The Company and IAC are related parties because Mr. Diller serves as Chairman and Senior Executive of both Expedia Group and IAC. At December 31, 2025, each of Expedia Group and IAC has a 50 % ownership interest in two aircraft that may be used by both companies. Members of the aircraft flight crews are employed by an entity in which the Company and IAC each have a 50 % ownership interest. Historically, Expedia Group and IAC allocated fixed costs, including flight crew compensation and benefits, 50 % to each company and shared variable costs pro-rata according to each company's respective usage of the aircraft, for which they were separately billed by the entity described above. In December 2025, this cost sharing arrangement was amended to reflect the allocation of all costs on a pro-rata basis according to each company's respective usage of the aircraft.
In addition, we have had the use of an aircraft owned 100 % by a subsidiary of IAC on a cost basis until the sale of such aircraft during the fourth quarter of 2025. Total payments made to this entity by the Company were not material.
As of December 31, 2025 and 2024, the net basis in our ownership interest in the aircrafts then jointly-owned was $ 37 million and $ 40 million, respectively, recorded in long-term investments and other assets. In 2025, 2024 and 2023, operating and maintenance costs paid directly to the jointly-owned subsidiary for the aircraft were not material.
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NOTE 17 — Segment Information
We have the following reportable segments : B2C, B2B, and trivago. Our B2C segment provides a full range of travel and advertising services to our worldwide customers primarily through our three flagship brands, Expedia, Hotels.com and Vrbo. Our B2B segment fuels a wide range of travel and non-travel companies including airlines, offline travel agents, online retailers, corporate travel management and financial institutions, who leverage our leading travel technology and tap into our diverse supply to augment their offerings and market Expedia Group rates and availabilities to their travelers. Our trivago segment generates advertising revenue primarily from sending referrals to online travel companies and travel service providers from its hotel metasearch websites.
Our chief operating decision makers ("CODMs") are our Chief Executive Officer and our Chairman. We determined our operating segments based on how our chief operating decision makers manage our business, make operating decisions and evaluate operating performance. Our primary operating metric is Adjusted EBITDA. Adjusted EBITDA for our B2C and B2B segments includes allocations of certain expenses, primarily related to our global travel supply organization and the majority of costs from our product and technology platform, as well as facility costs and the realized foreign currency gains or losses related to the forward contracts hedging a component of our net merchant lodging revenue. We base the allocations primarily on transaction volumes and other usage metrics. We do not allocate certain shared expenses such as accounting, human resources, certain information technology and legal to our reportable segments. We include these expenses in Corporate and Eliminations. Our allocation methodology is periodically evaluated and may change.
Our CODMs use Adjusted EBITDA to allocate resources for each segment predominantly in the annual budget and forecasting process. The CODMs consider budget-to-actual variances on a monthly basis using Adjusted EBITDA when making decisions about allocating capital and personnel to the segments. The CODMs also use Adjusted EBITDA to assess the performance for each segment and in the compensation of certain employees.
Our segment disclosure includes intersegment revenues, which primarily consist of advertising and media services provided by our trivago segment to our B2C segment. These intersegment transactions are recorded by each segment at amounts that approximate fair value as if the transactions were between third parties, and therefore, impact segment performance. However, the revenue and corresponding expense are eliminated in consolidation. The elimination of such intersegment transactions is included within Corporate and Eliminations in the table below.
Corporate and Eliminations also includes unallocated corporate functions and expenses. In addition, we record amortization of intangible assets and any related impairment, as well as stock-based compensation expense, restructuring and related reorganization charges, legal reserves, occupancy tax and other, and other items excluded from segment operating performance in Corporate and Eliminations. Such amounts are detailed in our segment reconciliation below.
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The following tables present our segment information for 2025, 2024 and 2023. As a significant portion of our property and equipment is not allocated to our operating segments and depreciation is not included in our segment measure, we do not report the assets by segment as it would not be meaningful. We do not regularly provide such information to our chief operating decision makers.
Year ended December 31, 2025
B2C B2B trivago Corporate &
Eliminations Total
(In millions)
Third-party revenue $ 9,474 $ 4,842 $ 417 $ — $ 14,733
Intersegment revenue — — 205 ( 205 ) —
Revenue $ 9,474 $ 4,842 $ 622 $ ( 205 ) $ 14,733
Less: (1)
Cost of revenue 1,306 111 22
Selling and marketing - direct 4,086 2,982 486 ( 205 )
Other segment items (2)
1,284 492 94 574
Adjusted EBITDA $ 2,798 $ 1,257 $ 20 $ ( 574 ) $ 3,501
Depreciation ( 536 ) ( 191 ) ( 5 ) ( 115 ) ( 847 )
Amortization of intangible assets — — — ( 40 ) ( 40 )
Stock-based compensation — — — ( 398 ) ( 398 )
Legal reserves, occupancy tax and other — — — ( 185 ) ( 185 )
Restructuring and related reorganization charges, excluding stock-based compensation — — — ( 100 ) ( 100 )
Realized (gain) loss on revenue hedges ( 22 ) ( 38 ) — — ( 60 )
Operating income (loss) $ 2,240 $ 1,028 $ 15 $ ( 1,412 ) 1,871
Other expense, net ( 280 )
Income before income taxes 1,591
Provision for income taxes ( 290 )
Net income 1,301
Net income attributable to non-controlling interests ( 7 )
Net income attributable to Expedia Group, Inc. $ 1,294
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Year ended December 31, 2024
B2C B2B trivago Corporate & Eliminations Total
(In millions)
Third-party revenue $ 9,274 $ 4,102 $ 315 $ — $ 13,691
Intersegment revenue — — 184 ( 184 ) —
Revenue $ 9,274 $ 4,102 $ 499 $ ( 184 ) $ 13,691
Less: (1)
Cost of revenue 1,296 117 16
Selling and marketing - direct 4,157 2,489 384 ( 184 )
Other segment items (2)
1,387 468 88 539
Adjusted EBITDA $ 2,434 $ 1,028 $ 11 $ ( 539 ) $ 2,934
Depreciation ( 526 ) ( 145 ) ( 5 ) ( 105 ) ( 781 )
Amortization of intangible assets — — — ( 57 ) ( 57 )
Impairment of intangible assets — — — ( 147 ) ( 147 )
Stock-based compensation — — — ( 458 ) ( 458 )
Legal reserves, occupancy tax and other — — — ( 118 ) ( 118 )
Restructuring and related reorganization charges, excluding stock-based compensation — — — ( 72 ) ( 72 )
Realized (gain) loss on revenue hedges 22 ( 4 ) — — 18
Operating income (loss) $ 1,930 $ 879 $ 6 $ ( 1,496 ) 1,319
Other income, net 223
Income before income taxes 1,542
Provision for income taxes ( 318 )
Net income 1,224
Net loss attributable to non-controlling interests 10
Net income attributable to Expedia Group, Inc. $ 1,234
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Year ended December 31, 2023
B2C B2B trivago Corporate & Eliminations Total
(In millions)
Third-party revenue $ 9,113 $ 3,388 $ 338 $ — $ 12,839
Intersegment revenue — — 187 ( 187 ) —
Revenue $ 9,113 $ 3,388 $ 525 $ ( 187 ) $ 12,839
Less: (1)
Cost of revenue 1,375 163 17
Selling and marketing - direct 3,944 1,990 360 ( 187 )
Other segment items (2)
1,469 437 92 499
Adjusted EBITDA $ 2,325 $ 798 $ 56 $ ( 499 ) $ 2,680
Depreciation ( 526 ) ( 113 ) ( 5 ) ( 104 ) ( 748 )
Amortization of intangible assets — — — ( 59 ) ( 59 )
Impairment of goodwill — — — ( 297 ) ( 297 )
Impairment of intangible assets — — — ( 129 ) ( 129 )
Stock-based compensation — — — ( 413 ) ( 413 )
Legal reserves, occupancy tax and other — — — ( 8 ) ( 8 )
Realized (gain) loss on revenue hedges 11 ( 4 ) — — 7
Operating income (loss) $ 1,810 $ 681 $ 51 $ ( 1,509 ) 1,033
Other expense, net ( 15 )
Income before income taxes 1,018
Provision for income taxes ( 330 )
Net income 688
Net loss attributable to non-controlling interests 109
Net income attributable to Expedia Group, Inc. $ 797
___________________________________
(1) The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODMs, exclusive of stock-based compensation. Intersegment expenses are included within the amounts shown.
(2) Other segment items for each reportable segment primarily includes selling and marketing - indirect, technology and content and general and administrative expenses as well as the realized foreign currency gains or losses related to the forward contracts hedging a component of our net merchant lodging revenue for our B2C and B2B segments.
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Revenue by Business Model and Service Type
The following table presents revenue by business model and service type for the years ended December 31, 2025, 2024 and 2023:
Year Ended December 31,
2025 2024 2023
(In millions)
Business Model
Merchant $ 10,256 $ 9,439 $ 8,818
Agency 3,183 3,169 3,075
Advertising, media and other 1,294 1,083 946
Total revenue
$ 14,733 $ 13,691 $ 12,839
Service Type
Lodging $ 11,752 $ 10,950 $ 10,264
Air 407 428 410
Expedia Group ("EG") Advertising 758 639 483
trivago Advertising 417 315 338
Other (1)
1,399 1,359 1,344
Total revenue
$ 14,733 $ 13,691 $ 12,839
___________________________________
(1) Other includes car rental, insurance, activities, and cruise, among other revenue streams, none of which are individually material.
Our B2C and B2B segments generate revenue from the merchant, agency and advertising, media and other business models as well as all service types. trivago segment revenue is generated through advertising and media.
Geographic Information
The following table presents revenue by geographic area, the United States and all other countries, based on the geographic location of our websites or points of sale with the exception of trivago, which has all been allocated to Germany, the location of its corporate headquarters, for the years ended December 31, 2025, 2024 and 2023. No sales to an individual country other than the United States accounted for more than 10% of revenue for the presented years.
Year Ended December 31,
2025 2024 2023
(In millions)
Revenue
United States $ 8,710 $ 8,372 $ 8,147
All other countries 6,023 5,319 4,692
$ 14,733 $ 13,691 $ 12,839
The following table presents property and equipment, net for the United States and all other countries, as of December 31, 2025 and 2024:
As of December 31,
2025 2024
(In millions)
Property and equipment, net
United States $ 2,390 $ 2,355
All other countries 57 58
$ 2,447 $ 2,413
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NOTE 18 — Valuation and Qualifying Accounts
The following table presents the changes in our valuation and qualifying accounts. Other reserves primarily include our accrual of the cost associated with purchases made on our website related to the use of fraudulent credit cards “charged-back” due to payment disputes and cancellation fees.
Description Balance at
Beginning of
Period Charges to
Earnings Charges to
Other
Accounts (1)
Deductions Balance at End
of Period
(In millions)
2025
Allowance for expected credit losses $ 55 $ 48 $ 9 $ ( 38 ) $ 74
Other reserves 21 6 ( 6 ) — 21
2024
Allowance for expected credit losses $ 46 $ 36 $ ( 4 ) $ ( 23 ) $ 55
Other reserves 22 5 ( 6 ) — 21
2023
Allowance for expected credit losses $ 40 $ 33 $ — $ ( 27 ) $ 46
Other reserves 29 1 ( 8 ) — 22
___________________________________
(1) Charges to other accounts primarily relates to amounts acquired through acquisitions or disposed of through sales of businesses, net translation adjustments and reclassifications.
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