Tripadvisor, Inc. filed an amended current report (Form 8-K/A, Amendment No. 1) on November 5, 2026, to provide unaudited pro forma condensed consolidated financial statements required following the completed sale of TheFork to American Express Travel Related Services Company, Inc.

Key Highlights

  • Transaction closed November 1, 2026: Tripadvisor consummated the sale of TheFork on that date, as reported in the original filing on November 2, 2026.
  • Sale price of $700 million: The buyer acquired the Business for $700 million, subject to certain adjustments, in an all-cash transaction.
  • Buyer identified: American Express Travel Related Services Company, Inc. acquired the legal entities comprising TheFork under the Equity Purchase Agreement dated August 2, 2026.
  • Pro forma balance sheet date: The unaudited pro forma condensed consolidated balance sheet reflects the Company's financial position as of September 30, 2026, as if the Transaction had occurred on that date.
  • Pro forma statements of operations coverage: The statements cover the nine months ended September 30, 2026 and the years ended December 31, 2025, 2024, and 2023, as if the Transaction had occurred on January 1, 2023.
  • Signed by CFO: The filing was signed by Michael Noonan, Chief Financial Officer, on November 5, 2026.

Tripadvisor Amends 8-K to Supply TheFork Disposition Pro Forma Data

According to the filing, this Amendment No. 1 was submitted solely to provide the unaudited pro forma condensed consolidated financial information required by Item 9.01(b) of Form 8-K, which was not included in the original report filed November 2, 2026. The original report had disclosed the completion of the TheFork sale; this amendment supplements it with the required financial statements filed as Exhibit 99.1. Except as set forth in the amendment, the original report is stated to be unchanged.

The filing describes TheFork as the Company's "online restaurant reservation and management platform in Europe." The transaction was an all-cash deal for $700 million, subject to certain adjustments, executed under an Equity Purchase Agreement entered into on August 2, 2026, with American Express Travel Related Services Company, Inc. as the buyer. The pro forma financial statements filed as Exhibit 99.1 have been derived from the Company's historical consolidated financial statements and give effect to the disposition of the Business.

The filing states that the unaudited pro forma condensed consolidated financial statements "have been prepared for illustrative and informational purposes only and are subject to assumptions and adjustments, which management believes to be reasonable, given the information available on the date hereof," and that the statements do "not purport to reflect what the Company's actual results of operations or financial condition" would have been, nor are they "indicative of the financial condition, results of operations or metrics of the Company as of or for any future date or period." Tripadvisor's common stock trades on NASDAQ:TRIP.

What Was Disclosed

Tripadvisor filed Amendment No. 1 to its November 2, 2026 Form 8-K to supply unaudited pro forma financial statements covering the $700 million all-cash sale of TheFork to American Express Travel Related Services Company, Inc., which closed November 1, 2026.