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Home › Companies › Liberty TripAdvisor Holdings, Inc. › 2024-2025

Liberty TripAdvisor Holdings, Inc. 2024-2025 Proxy Voting Records

At Liberty TripAdvisor Holdings, Inc.'s shareholder meeting held April 24, 2025, in the 2024-2025 proxy season, 62 asset managers reported how they voted in their SEC Form N-PX filings, covering 83 separate fund positions. Their filings are grouped here into 4 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. Liberty TripAdvisor Holdings, Inc.'s own Form 8-K tally for this meeting is published below, but no row in it could be matched to the most widely held item, so this page states no certified outcome for that item. On that item — A proposal to approve, on an advisory (nonbinding) basis, the compensation that may be paid or… — the reporting funds and managers cast 78% of the shares they voted in favour (FOR divided by FOR plus AGAINST plus WITHHELD; abstained and unvoted shares are excluded because neither took a side). Fund and manager reports are combined in it and may count the same shares twice: it adds fund reports to institutional-manager reports, which can cover the same shares. It is not the company's certified result.

Download data (CSV): ballot items · votes by manager · column guide.

Compiled from SEC Form N-PX filings and Liberty TripAdvisor Holdings, Inc.’s Form 8-K, filed April 24, 2025 (Item 5.07 on EDGAR). Page generated November 8, 2026.

  • 4Reported items
  • 62Asset managers
  • 83Fund votes
  • April 24, 2025Meeting date

Results at a glance

Meeting of April 24, 2025: 4 items on Liberty TripAdvisor Holdings, Inc.’s Form 8-K, filed April 24, 2025: 4 without a stated outcome.

Material dissent

  • Elect Director: LTRPA, LTRPB 70% of votes cast Outcome not stated Director under 80%

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

Proxy season: 2023-2024 2024-2025

Explore Liberty TripAdvisor Holdings, Inc. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by Liberty TripAdvisor Holdings, Inc.

These tallies are Liberty TripAdvisor Holdings, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed April 24, 2025 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

Liberty TripAdvisor Holdings, Inc. — official shareholder meeting results, meeting held April 24, 2025
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: LTRPA, LTRPB 88,901,4402,053,76519,857 ---- 98%Not verified—
Elect Director: LTRPA, LTRPB 88,897,4112,057,17920,472 ---- 98%Not verified—
Elect Director: LTRPA, LTRPB 56,754,30924,224,5139,996,240 ---- 70%Not verified—
Elect Director: LTRPA, LTRPB 88,864,7992,089,29120,972 ---- 98%Not verified—

Source: Liberty TripAdvisor Holdings, Inc., Form 8-K, filed with the SEC on April 24, 2025 — read the filing on EDGAR.

How asset managers voted at the Liberty TripAdvisor Holdings, Inc. 2024-2025 meeting

Each item below shows how the 62 asset managers that disclosed a Liberty TripAdvisor Holdings, Inc. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of Liberty TripAdvisor Holdings, Inc.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Proposal to approve the adoption of the Agreement and Plan of Merger, dated December 18, 2024 (as may be amended from…

No official matchEXTRAORDINARY TRANSACTIONS

100% of fund votes cast · no official result

FOR
Details: description as filed, votes by 4 asset managers

Description as filed by funds: A proposal to approve the adoption of the Agreement and Plan of Merger, dated December 18, 2024 (as may be amended from time to time, the "merger agreement"), by and among Tripadvisor, Inc., a Delaware corporation ("Tripadvisor"), Liberty TripAdvisor Holdings, Inc., a Delaware corporation ("Liberty TripAdvisor"), and Telluride Merger Sub Corp., a Delaware corporation and an indirect wholly owned subsidiary of Tripadvisor ("Merger Sub"), pursuant to which Merger Sub will merge with and into Liberty TripAdvisor (the "merger"), with Liberty TripAdvisor surviving the merger as the surviving corporation and becoming an indirect wholly owned subsidiary of Tripadvisor (the "merger proposal");

The 4 asset managers below reported 176,461 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

FOR: 176,461
Largest asset managers voting on “A proposal to approve the adoption of the Agreement and Plan of Merger, dated December 18, 2024 (as may be ame” at Liberty TripAdvisor Holdings, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
DAVIS NEW YORK VENTURE FUND INC134,6360 00For
SELECTED AMERICAN SHARES INC38,2230 00For
DAVIS VARIABLE ACCOUNT FUND INC3,1680 00For
Guggenheim4340 00For

2. Proposal to approve the adoption of an amendment to the Liberty TripAdvisor certificate of incorporation, which amends…

No official matchCAPITAL STRUCTURE

100% of fund votes cast · no official result

FOR
Details: description as filed, votes by 4 asset managers

Description as filed by funds: A proposal to approve the adoption of an amendment to the Liberty TripAdvisor certificate of incorporation, which amends certain provisions of the certificate of designations to provide that, in connection with the merger all shares of Liberty TripAdvisor preferred stock issued and outstanding immediately prior to the effective time of the merger (other than the excluded treasury shares) will be converted into the right to receive the preferred share merger consideration (the "charter amendment proposal");

The 4 asset managers below reported 176,461 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

FOR: 176,461
Largest asset managers voting on “A proposal to approve the adoption of an amendment to the Liberty TripAdvisor certificate of incorporation, wh” at Liberty TripAdvisor Holdings, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
DAVIS NEW YORK VENTURE FUND INC134,6360 00For
SELECTED AMERICAN SHARES INC38,2230 00For
DAVIS VARIABLE ACCOUNT FUND INC3,1680 00For
Guggenheim4340 00For

3. Proposal to approve the adjournment of the special meeting from time to time to solicit additional proxies in favor of…

No official matchCORPORATE GOVERNANCE

100% of fund votes cast · no official result

FOR
Details: description as filed, votes by 4 asset managers

Description as filed by funds: A proposal to approve the adjournment of the special meeting from time to time to solicit additional proxies in favor of the merger proposal or the charter amendment proposal, as applicable, if there are insufficient votes at the time of such adjournment to approve the merger proposal or the charter amendment proposal, as applicable, or if otherwise determined by the chairperson of the meeting to be necessary or appropriate.

The 4 asset managers below reported 176,461 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

FOR: 176,461
Largest asset managers voting on “A proposal to approve the adjournment of the special meeting from time to time to solicit additional proxies i” at Liberty TripAdvisor Holdings, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
DAVIS NEW YORK VENTURE FUND INC134,6360 00For
SELECTED AMERICAN SHARES INC38,2230 00For
DAVIS VARIABLE ACCOUNT FUND INC3,1680 00For
Guggenheim4340 00For

4. Proposal to approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to Liberty…

No official matchFund totals may overlapSECTION 14A SAY-ON-PAY VOTES

Combines 7 wordings of this item as funds reported it.

78% Fund and manager reports combined; may count the same shares twice · no official result

FORAGAINST
Details: description as filed, votes by 62 asset managers

Description as filed by funds: A proposal to approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to Liberty TripAdvisor's named executive officers that is based on or related to the merger agreement and the transactions contemplated thereby.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Fund voting reports: 4 asset managers voting on “A proposal to approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable ” at Liberty TripAdvisor Holdings, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
DAVIS NEW YORK VENTURE FUND INC0134,636 00Against
SELECTED AMERICAN SHARES INC038,223 00Against
DAVIS VARIABLE ACCOUNT FUND INC03,168 00Against
Guggenheim0434 00Against

Fund voting reports, all 4 managers: 176,461 against.

Institutional-manager reports: 57 asset managers voting on “A proposal to approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable ” at Liberty TripAdvisor Holdings, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Empyrean Capital Partners, LP2,104,4920 00For
BECK MACK & OLIVER LLC2,002,5190 00For
Verition Fund Management LLC0727,165 00Against
DAVIS SELECTED ADVISERS0232,274 00Against
Point72030,895 00Against
DAVENPORT & Co LLC15,0000 00For
Citadel12,8100 00For
Northern Trust07,063 00Against
PINNACLE ASSOCIATES LTD4,4680 00For
Eaton Vance03,732 00Against
KEYBANK NATIONAL ASSOCIATION/OH02,934 00Against
TCTC Holdings, LLC02,168 00Against
Gabelli2,1080 00For
WEALTH ENHANCEMENT ADVISORY SERVICES, LLC1,7530 00For
Corient Private Wealth LLC01,608 00Against
Janney Montgomery Scott LLC1,3100 00For
BlackRock1,1920 00For
COMERICA BANK5800 00For
Neuberger Berman5080 00For
BANK OF AMERICA NA4440 00For
Guggenheim0434 00Against
Goldman Sachs31307 00Mixed
CRAWFORD INVESTMENT COUNSEL INC2840 00For
Ancora Advisors LLC0188 00Against
TIEDEMANN ADVISORS, LLC0186 00Against

Institutional-manager reports, all 57 managers: 4,148,172 for, 1,009,572 against, 12 not voted. Showing the 25 largest; every one is in the interactive database (link above).

Largest Liberty TripAdvisor Holdings, Inc. shareholders voting in 2024-2025

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 77,000,000 shares outstanding at the time of that meeting.

Fund voting reports: top Liberty TripAdvisor Holdings, Inc. shareholders by shares voted on “A proposal to approve, on an advisory (nonbinding) basis, the compensation that may be paid or…”, 2024-2025
#Asset manager % of shares outstanding
1DAVIS NEW YORK VENTURE FUND INC 0.17%
2SELECTED AMERICAN SHARES INC 0.05%
3DAVIS VARIABLE ACCOUNT FUND INC <0.01%
4Guggenheim <0.01%
Institutional-manager reports: top Liberty TripAdvisor Holdings, Inc. shareholders by shares voted on “A proposal to approve, on an advisory (nonbinding) basis, the compensation that may be paid or…”, 2024-2025
#Asset manager % of shares outstanding
1Empyrean Capital Partners, LP 2.73%
2BECK MACK & OLIVER LLC 2.60%
3Verition Fund Management LLC 0.94%
4DAVIS SELECTED ADVISERS 0.30%
5Point72 0.04%
6DAVENPORT & Co LLC 0.02%
7Citadel 0.02%
8Northern Trust <0.01%
9PINNACLE ASSOCIATES LTD <0.01%
10Eaton Vance <0.01%

Reported Liberty TripAdvisor Holdings, Inc. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

Liberty TripAdvisor Holdings, Inc. holdings and ownership disclosed for the 2024-2025 proxy season
Holder % outstanding Disclosure
Crimson Asset Management Ltd. 14.19% DEF14A
Cove Street Capital, LLC 10.85% DEF14A
Hilary L Shane Revocable Trust 10.54% 13G
LTRPB 5.86% DEF14A
The Vanguard Group 5.63% DEF14A
Triad Investment Management 5.16% DEF14A
Wittenberg Investment Management, Inc. 2.22% 13G
J. David Wargo Director <0.01% DEF14A
Michael J. Malone Director <0.01% DEF14A
Larry E. Romrell Director <0.01% DEF14A

Percentages above are of 77,000,000 shares outstanding, as reported by Liberty TripAdvisor Holdings, Inc. on its Form 10-Q dated March 31, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

Related

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from Liberty TripAdvisor Holdings, Inc.’s 10-Q dated March 31, 2024. This page is a static snapshot rebuilt weekly on November 8, 2026; a live search always shows the current data.

Liberty TripAdvisor Holdings, Inc. proxy season coverage: 2023-2024 · 2024-2025 (this page).

Cite this page

proxyvotesnow.com, “Liberty TripAdvisor Holdings, Inc. 2025 Special Meeting: Vote Results”, https://proxyvotesnow.com/company/liberty-tripadvisor-holdings-inc/2025 (version of November 9, 2026). Derived from SEC Form N-PX and Form 8-K filings; tables licensed CC BY 4.0. Licence: CC BY 4.0.