Item 2.02. Results of Operations and Financial Condition.

On August 4, 2022, Tripadvisor, Inc. issued a press release announcing its preliminary financial results for the three and six months ended June 30, 2022. Tripadvisor, Inc. also posted a letter to shareholders from Matt Goldberg, Chief Executive Officer, and Ernst Teunissen, Chief Financial Officer, on the "Investor Relations" section of its website at http://ir.tripadvisor.com/events-and-presentations. The full text of this press release and letter are furnished as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K.

Pursuant to General Instruction B.2. to Form 8-K, the information set forth in Items 2.02 and Exhibit 99.1 and 99.2 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall they be incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 7.01. Regulation FD Disclosure.

During the second quarter of 2022, as part of our continuous review of the business and in consultation with our new Chief Executive Officer ("CEO"), we evaluated our operations and realigned the reportable segment information which our chief operating decision maker ("CODM") regularly assesses to evaluate performance for operating decision-making purposes, including allocation of resources. The CODM for the Company is our CEO. The revised segment reporting structure includes the following reportable segments: (1) Tripadvisor Core; (2) Viator; and (3) TheFork.

All prior period segment disclosure information in Exhibit 99.1 and Exhibit 99.2 to this Form 8-K filed August 4, 2022 has been reclassified to conform to the current reporting structure. These reclassifications had no effect on our unaudited condensed consolidated financial statements in any period. We have included comparative figures by recasting summary historical results for the quarters within and for the years ended December 31, 2021, 2020, and 2019, and the quarter ended March 31, 2022, on a segment basis as Exhibit 99.3 on this Form 8-K filed August 4, 2022.

Item 9.01. Financial Statements and Exhibits.



(d) Exhibits.


Exhibit
Number    Description

99.1        Press Release of Tripadvisor, Inc. dated August 4, 2022 regarding earnings.

99.2        Q2 2022 Letter to Shareholders dated August 4, 2022.

99.3        Memo regarding Changes in Segment Information dated August 4, 2022.

104       Cover Page Interactive Data File (embedded within the Inline XBRL document).



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