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Filing Details

Accession Number:: 0001225208-12-010563
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-05-01 14:55:38
Reporting Period:: 2012-04-27

Filing Date:: 2012-05-01
Accepted Time:: 2012-05-01 14:55:38
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1324424	Expedia Inc.	EXPE	Transportation Services (4700)	202705720

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1203980	George A Battle	C/O Expedia, Inc. 333 - 108Th Avenue N.e. Bellevue WA 98004		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2012-04-27	46,327	$4.62	71,507	No	4	M	Direct
Common Stock	Disposition	2012-04-27	46,327	$39.16	25,180	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Options to Purchase Common Stock	Disposition	2012-04-27	46,327	$0.00	46,327	$4.62

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2005-08-09	2013-04-01	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	2,533	Indirect	By Custodian For Child

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Options to Purchase Common Stock	$12.43	2005-08-09	2014-01-02	1,421	1,421	Direct
Common Stock	Options to Purchase Common Stock	$18.48	2005-08-09	2015-01-03	1,421	1,421	Direct
Common Stock	Options to Purchase Common Stock	$24.87	2005-08-09	2014-04-01	1,421	1,421	Direct
Common Stock	Options to Purchase Common Stock	$18.58	2005-08-09	2015-04-01	1,421	1,421	Direct
Common Stock	Options to Purchase Common Stock	$23.70	2005-08-09	2014-07-01	1,421	1,421	Direct
Common Stock	Options to Purchase Common Stock	$19.89	2005-08-09	2015-07-01	1,421	1,421	Direct
Common Stock	Options to Purchase Common Stock	$21.74	2005-08-09	2014-10-01	1,421	1,421	Direct
Common Stock	Restricted Stock Units	$0.00	2012-06-01	2014-06-01	9,140	9,140	Direct
Common Stock	Restricted Stock Units	$0.00	2010-06-02	2012-06-02	5,070	5,070	Direct
Common Stock	Restricted Stock Units	$0.00	2011-06-08	2013-06-08	8,865	8,865	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2014-01-02	1,421	1,421	Direct
2015-01-03	1,421	1,421	Direct
2014-04-01	1,421	1,421	Direct
2015-04-01	1,421	1,421	Direct
2014-07-01	1,421	1,421	Direct
2015-07-01	1,421	1,421	Direct
2014-10-01	1,421	1,421	Direct
2014-06-01	9,140	9,140	Direct
2012-06-02	5,070	5,070	Direct
2013-06-08	8,865	8,865	Direct

Footnotes

Includes shares of Expedia Common Stock, par value $0.0001 ("New Expedia Common Stock"), received in connection with the spin-off of TripAdvisor, Inc. ("TripAdvisor") by Expedia, Inc. ("Expedia") which was completed on December 20, 2011 (the "Spin-Off"). The Spin-Off, which was immediately preceded by a one-for-two reverse stock split (the "Reverse Stock Split") was effected by way of a reclassification, pursuant to which each share of Expedia Common Stock, par value $0.001 ("Old Expedia Common Stock") was reclassified into one share of New Expedia Common Stock and 1/100 of a share of Expedia Series 1 Mandatory Exchangeable Preferred Stock which was automatically exchanged into one share of TripAdvisor's $0.001 par value Common Stock ("TripAdvisor Common Stock").
The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 14, 2012.
Shares are held by Mr. Battle's wife as Custodian under CAUTMA for Catherine McNelley; Mr. Battle disclaims beneficial ownership of these shares.
In connection with the Spin-Off, each of reporting person's vested options to purchase Old Expedia Common Stock converted into one vested option to purchase shares of New Expedia Common Stock and one vested option to purchase shares of TripAdvisor Common Stock with adjustments to the number of underlying shares and exercise prices based on (1) the value of Expedia common stock prior to the Spin-Off and Reverse Stock Split and (2) the value of the common stock of the applicable company (Expedia or TripAdvisor) after giving effect to the Spin-Off and Reverse Stock Split.
Other than the adjustments described above, vested options to purchase New Expedia Common Stock received by the reporting person in connection with the Spin-Off have the same terms and conditions, including the same exercise periods, as the vested options to purchase Old Expedia Common Stock had immediately prior to the Spin-Off and Reverse Stock Split.
In connection with the Spin-Off, the reporting person's restricted stock units ("RSUs") for Old Expedia Common Stock converted into RSUs for New Expedia Common Stock, with adjustments to the number of shares subject to each RSU based on (1) the value of Expedia common stock prior to the Spin-Off and Reverse Stock Split and (2) the value of the common stock of Expedia after giving effect to the Spin-Off and the Reverse Stock Split.
Other than the adjustments described above, RSUs for New Expedia Common Stock received by the reporting person in connection with the Spin-Off have the same terms and conditions, including the same vesting periods, as his RSUs for Old Expedia Common Stock had immediately prior to the Spin-Off and Reverse Stock Split. One-third of the total number of RSUs vest on the first anniversary, or the following June 1 for grants beginning with the 12/6/11 grant, and an additional one-third each anniversary thereafter until the RSUs are fully vested, subject to the satisfaction of certain performance-related conditions.