Booking Holdings Shareholder Engagement Presentation Deck
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 Program
Consists of 25% RSUS and 75% PSUs.
Returned to three-year PSUs with three-year targets.
Incentivize top- and bottom-line growth with equally weighted EBITDA and Revenue metrics.
Continued inclusion of an rTSR modifier that can adjust the PSU vesting factors upward or downward by 25%.
PSUs also include a TSR governor that caps the vesting factor at target unless the absolute TSR of the Company is positive, to
ensure that executives do not receive meaningful payouts unless we deliver positive stock price growth over the long term to
stockholders.
BOOKING HOLDINGS
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