Tripadvisor (TRIP) Stock: Activist Declares War on Board After Epic Crash

Table of Contents

TLDR

Starboard Value’s 9% stake in Tripadvisor leads to hostile board nomination targeting majority of eight director seats
Stock has plunged 50% in six months following disappointing quarterly results and mounting AI competition concerns
Activist demands sale of TheFork restaurant business or complete company sale after 2024 rejection
Current $1.1 billion market cap trades at steep discount versus Airbnb, Expedia, and Booking Holdings multiples
Board confrontation follows weak Q4 earnings report released just one week ago

Tripadvisor is about to face its toughest review yet. Starboard Value is preparing to nominate a majority of directors to the company’s board.

The activist hedge fund owns more than 9% of the online travel company. That stake is worth roughly $160 million.

Starboard revealed the investment in mid-2025. Shares jumped initially but the excitement faded fast.

The stock has lost nearly half its value over six months. Weak financial results and AI threats hammered the price.

The Wall Street Journal reported the board fight Monday. Sources said Starboard sent a letter Tuesday morning laying out its demands.

Both Starboard and Tripadvisor declined to comment. The quiet before the storm suggests a bruising proxy battle ahead.

Starboard sees a badly undervalued company. Tripadvisor’s market cap stands at only $1.1 billion.

Compare that to rivals and the gap is stunning. Tripadvisor trades at a fraction of Airbnb’s valuation on an enterprise value-to-earnings basis.

Expedia and Booking Holdings also command premium multiples. Even Maplebear, which owns Instacart, gets more respect from investors.

The activist has been clear about its preferred path forward. Sell TheFork, the European restaurant reservation service.

Or go bigger and sell everything. Management shot down a full sale proposal in 2024.

Starboard wants better margins too. Both Viator and the main Tripadvisor brand need to generate more profit per dollar of revenue.

The timing of this fight is brutal. Tripadvisor reported disappointing fourth-quarter numbers just last week.

The travel industry is facing a revolution. AI-powered planning tools are eating into traditional search traffic.

Travelers can now ask chatbots to build entire itineraries. These tools bypass sites like Tripadvisor entirely.

The threat is existential, not just competitive. If AI becomes the primary planning method, Tripadvisor’s core business model breaks down.

Starboard’s frustration makes sense in this context. The stock’s 50% drop reflects real fear about the company’s future.

A majority board slate is the most aggressive move in activist playbooks. It signals complete loss of faith in current management.

Tripadvisor’s eight directors will face a direct challenge. Starboard will put up its own candidates for at least five seats.

Shareholders will vote in a proxy contest. They’ll choose between continuity and wholesale change.

Starboard’s large ownership position gives it serious voting power. Other frustrated investors may follow the activist’s lead.

The fund has made public presentations about Tripadvisor’s problems. It argues the company is worth more in pieces than as a whole.

Breaking up would unlock value, Starboard claims. Selling TheFork separately could fetch a premium from restaurant technology buyers.

A full company sale remains on the table too. Private equity firms or larger travel companies might be interested.

Management rejected that path before. But with the stock down 50%, shareholders may force a reconsideration.

The proxy fight will drag on for months. Expect heated rhetoric and competing visions in SEC filings.

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