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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.
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: 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
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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.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: LTRPA, LTRPB | 88,901,440 | 2,053,765 | 19,857 | -- | -- | 98% | Not verified | — |
| Elect Director: LTRPA, LTRPB | 88,897,411 | 2,057,179 | 20,472 | -- | -- | 98% | Not verified | — |
| Elect Director: LTRPA, LTRPB | 56,754,309 | 24,224,513 | 9,996,240 | -- | -- | 70% | Not verified | — |
| Elect Director: LTRPA, LTRPB | 88,864,799 | 2,089,291 | 20,972 | -- | -- | 98% | Not verified | — |
Source: Liberty TripAdvisor Holdings, Inc., Form 8-K, filed with the SEC on April 24, 2025 — read the filing on EDGAR.
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.
100% of fund votes cast · no official result
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.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| DAVIS NEW YORK VENTURE FUND INC | 134,636 | 0 | 0 | 0 | For |
| SELECTED AMERICAN SHARES INC | 38,223 | 0 | 0 | 0 | For |
| DAVIS VARIABLE ACCOUNT FUND INC | 3,168 | 0 | 0 | 0 | For |
| Guggenheim | 434 | 0 | 0 | 0 | For |
100% of fund votes cast · no official result
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.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| DAVIS NEW YORK VENTURE FUND INC | 134,636 | 0 | 0 | 0 | For |
| SELECTED AMERICAN SHARES INC | 38,223 | 0 | 0 | 0 | For |
| DAVIS VARIABLE ACCOUNT FUND INC | 3,168 | 0 | 0 | 0 | For |
| Guggenheim | 434 | 0 | 0 | 0 | For |
100% of fund votes cast · no official result
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.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| DAVIS NEW YORK VENTURE FUND INC | 134,636 | 0 | 0 | 0 | For |
| SELECTED AMERICAN SHARES INC | 38,223 | 0 | 0 | 0 | For |
| DAVIS VARIABLE ACCOUNT FUND INC | 3,168 | 0 | 0 | 0 | For |
| Guggenheim | 434 | 0 | 0 | 0 | For |
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
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.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| DAVIS NEW YORK VENTURE FUND INC | 0 | 134,636 | 0 | 0 | Against |
| SELECTED AMERICAN SHARES INC | 0 | 38,223 | 0 | 0 | Against |
| DAVIS VARIABLE ACCOUNT FUND INC | 0 | 3,168 | 0 | 0 | Against |
| Guggenheim | 0 | 434 | 0 | 0 | Against |
Fund voting reports, all 4 managers: 176,461 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Empyrean Capital Partners, LP | 2,104,492 | 0 | 0 | 0 | For |
| BECK MACK & OLIVER LLC | 2,002,519 | 0 | 0 | 0 | For |
| Verition Fund Management LLC | 0 | 727,165 | 0 | 0 | Against |
| DAVIS SELECTED ADVISERS | 0 | 232,274 | 0 | 0 | Against |
| Point72 | 0 | 30,895 | 0 | 0 | Against |
| DAVENPORT & Co LLC | 15,000 | 0 | 0 | 0 | For |
| Citadel | 12,810 | 0 | 0 | 0 | For |
| Northern Trust | 0 | 7,063 | 0 | 0 | Against |
| PINNACLE ASSOCIATES LTD | 4,468 | 0 | 0 | 0 | For |
| Eaton Vance | 0 | 3,732 | 0 | 0 | Against |
| KEYBANK NATIONAL ASSOCIATION/OH | 0 | 2,934 | 0 | 0 | Against |
| TCTC Holdings, LLC | 0 | 2,168 | 0 | 0 | Against |
| Gabelli | 2,108 | 0 | 0 | 0 | For |
| WEALTH ENHANCEMENT ADVISORY SERVICES, LLC | 1,753 | 0 | 0 | 0 | For |
| Corient Private Wealth LLC | 0 | 1,608 | 0 | 0 | Against |
| Janney Montgomery Scott LLC | 1,310 | 0 | 0 | 0 | For |
| BlackRock | 1,192 | 0 | 0 | 0 | For |
| COMERICA BANK | 580 | 0 | 0 | 0 | For |
| Neuberger Berman | 508 | 0 | 0 | 0 | For |
| BANK OF AMERICA NA | 444 | 0 | 0 | 0 | For |
| Guggenheim | 0 | 434 | 0 | 0 | Against |
| Goldman Sachs | 31 | 307 | 0 | 0 | Mixed |
| CRAWFORD INVESTMENT COUNSEL INC | 284 | 0 | 0 | 0 | For |
| Ancora Advisors LLC | 0 | 188 | 0 | 0 | Against |
| TIEDEMANN ADVISORS, LLC | 0 | 186 | 0 | 0 | Against |
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).
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.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | DAVIS NEW YORK VENTURE FUND INC | 0.17% |
| 2 | SELECTED AMERICAN SHARES INC | 0.05% |
| 3 | DAVIS VARIABLE ACCOUNT FUND INC | <0.01% |
| 4 | Guggenheim | <0.01% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Empyrean Capital Partners, LP | 2.73% |
| 2 | BECK MACK & OLIVER LLC | 2.60% |
| 3 | Verition Fund Management LLC | 0.94% |
| 4 | DAVIS SELECTED ADVISERS | 0.30% |
| 5 | Point72 | 0.04% |
| 6 | DAVENPORT & Co LLC | 0.02% |
| 7 | Citadel | 0.02% |
| 8 | Northern Trust | <0.01% |
| 9 | PINNACLE ASSOCIATES LTD | <0.01% |
| 10 | Eaton Vance | <0.01% |
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.
| 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.
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).
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.