Booking Holdings Inc. Common Stock · NASDAQ:BKNG
Booking Holdings Inc. Common Stock — Shareholder Meeting (May 2023)
18 slides from Booking Holdings Inc. Common Stock's shareholder meeting presentation, May 22, 2023
Slide 1: Stockholder Engagement Spring 2023
1 Stockholder Engagement Spring 2023
Slide 2: Agenda
Agenda 2 Business Overview Executive Compensation Corporate Governance, Sustainability, and Voting Items 1 2 3
Slide 3: Business Overview
Business Overview “8: BOOKING HOLDINGS poeaoogo
Slide 4: (1) Source: Euromonitor, Phocuswright, internal estimates for 2019. (2) “FY2018” and “2018” as used
(1) Source: Euromonitor, Phocuswright, internal estimates for 2019. (2) “FY2018” and “2018” as used throughout this presentation refer to the twelve months ended December 31, 2018. “FY2019” and “2019” as used throughout this presentation refer to the twelve months ended December 31, 2019. “FY2020” a
Slide 5: Company 2022 Achievements
✓ Returned $6.5 billion to stockholders ✓ Reduced our total outstanding share count by 8% versus the end of 2021 ✓ Continued efforts to make our brands the most trusted and convenient platforms for consumers and partners ✓ Continued development of our long-term Connected Trip vision and growth of ou
Slide 6: Financial Highlights and Stock Price Performance
One-Year Return(2) ✓ 2022 full year room nights were up 52% year-over-year, and 2022 full year revenue was up 56% year-over-year 6 Room Nights Revenue (figures in billions) Financial Highlights and Stock Price Performance FY 2022 Stock Return (1) 2020 and 2021 were severely impacted by COVID-19. 6 (
Slide 7: Executive Compensation
Executive Compensation “8: BOOKING HOLDINGS poeaoogo
Slide 8: Stockholder Outreach
Fall 2022 / Winter 2023 ● Our stockholders have historically supported our executive compensation program with approximately 91%, 95%, and 90% support in 2021, 2020, and 2019, respectively. ● In 2022 the say-on-pay proposal received approximately 32% support. The Compensation Committee proactively r
Slide 9: Executive Compensation Highlights
2022 Short-term Incentive Plan Outcomes ● Applied downward discretion to align the NEOs' annual incentive targets with consensus values. Our use of negative discretion for the NEOs’ bonuses was out of the ordinary and we do not intend to exercise discretion on an ongoing basis. 2023 Compensation Pro
Slide 10: Responsible Use of Equity in Compensation
Responsible Use of Equity in Compensation 2018-2022(1) 2020-2022(1) 2022 10 (2) (3) (3) Source: Company filings. Data is derived from publicly reported information of Compensation Peer Group companies. ADBE, EA, and MSFT do not have December 31 fiscal year ends, so their full year data is shown as o
Slide 11: Corporate Governance, Sustainability, and Voting Items
Corporate Governance, Sustainability, and Voting Items 11
Slide 12: The Booking Holdings Board of Directors Nominees
The Booking Holdings Board of Directors Nominees Board Highlights ● Strong mix of business experience, tenure, age, diversity, and independence ● Independent Chair and Lead Independent Director ● Added 6 new independent directors in the past 5 years 12 Corporate Governance Lead Independent Director
Slide 13: Leadership at the Top; Diversity, Inclusion, and Belonging
Leadership at the Top ● Compensation Committee is tasked with oversight of human capital management, including diversity, inclusion, and belonging, Company culture, employee engagement and talent recruitment, development, and retention. ● The Corporate Governance Committee considers diversity, inclu
Slide 14: Our Climate Strategy
Our Climate Strategy (1) For more information, please reference page 23 of our 2022 Sustainability Report. (2) From 2019 baseline. We released our Climate Action Plan in March 2022 following extensive engagement with stockholders and internal and external stakeholders. The Plan has three pillars: Op
Slide 15: Voting Items
Voting Items 15 The following proposals will be voted upon at the Annual Meeting. Our Board recommends as follows: Proposals Board Vote Recommendation 1 Election of Directors ✓ FOR each of the Board of Directors’ nominees. 2 Advisory Vote to Approve 2022 Executive Compensation ✓ FOR the approval on
Slide 16: Disclaimer
Disclaimer 16 Disclosure Regarding Forward-Looking Statements This presentation contains forward-looking statements. These forward-looking statements reflect the views of Booking Holdings Inc.’s (the “Company” or “Booking Holdings”) management regarding current expectations and projections about fut
Slide 17: Appendix: Non-GAAP Financial Information
17 Appendix: Non-GAAP Financial Information
Slide 18: Appendix: Unaudited Reconciliation of GAAP to Non-GAAP Financial Information
Appendix: Unaudited Reconciliation of GAAP to Non-GAAP Financial Information 18 Non-GAAP Financial Measures: While the Company reports financial results in accordance with accounting principles generally accepted in the United States, this presentation includes Adjusted EBITDA, a non-GAAP measure wh