Lance Soliday
About Lance Soliday
Senior Vice President and Chief Accounting Officer (CAO) at Expedia Group since April 1, 2024; previously SVP, CAO & Controller (Feb 2017–Mar 2024) and VP, CAO & Controller (Sep 2011–Feb 2017). Age 52, bachelor’s from Central Washington University; certified public accountant; prior finance roles at Amazon and Microsoft and audit experience at Deloitte & Touche . His long-term incentives tie to company revenue CAGR and Adjusted EBITDA CAGR for 2024–2026 (cliff vest Feb 15, 2027), aligning pay with growth and margin efficiency . Company context: 2023 stock price rose 73% vs Nasdaq 100 55% and S&P 500 24%; record Adjusted EBITDA with significant margin expansion and net income of $797M vs $352M in 2022, supporting performance-linked equity design .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Expedia Group | SVP & Chief Accounting Officer | Apr 2024–present | Leads corporate accounting, reporting integrity, control environment |
| Expedia Group | SVP, Chief Accounting Officer & Controller | Feb 2017–Mar 2024 | Oversaw controllership and consolidated reporting through platform transformation |
| Expedia Group | VP, Chief Accounting Officer & Controller | Sep 2011–Feb 2017 | Led SEC reporting and accounting policy |
| Expedia Group | Senior Director, Financial Reporting | Feb 2009–Sep 2011 | Directed consolidated reporting processes |
| Expedia Group | Director, Financial Reporting | Dec 2006–Feb 2009 | Managed quarterly/annual filings |
| Expedia Group | Director, Accounting Research | May 2006–Dec 2006 | Technical accounting, policy setting |
| Amazon.com | Finance roles | Not disclosed | Large-scale e-commerce finance experience |
| Microsoft | Finance roles | Not disclosed | Enterprise software finance experience |
| Deloitte & Touche LLP | Accountant | Not disclosed | Audit foundation; CPA credential |
External Roles
No external directorships or board roles disclosed for Soliday in the latest proxy .
Fixed Compensation
| Component | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 440,078 | 455,125 | 475,287 |
| Annual Base Salary in effect (as of Apr 1, 2024) | — | — | 476,000 |
| All Other Compensation ($) | 9,150 | 9,900 | 10,350 |
Notes:
- Base salary increased from $458,500 to $476,000 in March 2024 annual review .
- No target bonus percentage or cash bonus payout is disclosed for Soliday in 2024 .
Performance Compensation
2024 Grants and Vesting Structure
| Award Type | Grant Date | Shares/Target | Grant Date Fair Value ($) | Vesting Schedule |
|---|---|---|---|---|
| RSUs | 3/18/2024 | 4,038 | 537,902 | 16 equal installments over 4 years; first 6.25% on May 15, 2024; then 6.25% on the 15th day of the second month of each subsequent fiscal quarter (15 quarters) |
| PSUs (Revenue CAGR & Adjusted EBITDA CAGR, 50/50 weighting) | 3/18/2024 | Target 1,346; Threshold 673; Max 2,692 | 179,300 | Cliff vest Feb 15, 2027 based on 2024–2026 performance; 0–200% payout; targets undisclosed |
| Modified PSUs (2021 cycle discretionary) | 2/07/2024 | 536 (payout at 50% of target) | 82,748 | Vested Feb 15, 2024; Compensation Committee approved threshold payout despite <5% stock price CAGR result |
Performance Plan Details (Metrics, Weighting, Outcomes)
| Plan Year | Metric | Weighting | Target Level | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| 2024–2026 PSU | Revenue CAGR | 50% | Not disclosed | In progress | 0–200% (linear scale) | Feb 15, 2027 |
| 2024–2026 PSU | Adjusted EBITDA CAGR | 50% | Not disclosed | In progress | 0–200% (linear scale) | Feb 15, 2027 |
| 2022 PSU | Compound annual stock price growth (start $189.55; end 30-day avg to Dec 31, 2024) | 100% | Threshold assumed for table values | Threshold not met (shares did not vest company-wide) | 0% | Feb 15, 2025 |
| 2021 PSU (modified) | Compound annual stock price growth | 100% | Threshold 5% CAGR | Actual <5% CAGR | 50% of target (discretionary) → 536 shares; $74,252 at $138.53/sh on Feb 15, 2024 | Feb 15, 2024 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (Apr 4, 2025) | 12,312 common shares; <1% of class |
| Composition | 11,187 common shares held outright; 1,125 RSUs vesting within 60 days |
| Outstanding unvested RSUs at 12/31/2024 | 201 (02/25/2021 A); 896 (03/21/2022 A); 2,967 (03/14/2023 A); 3,281 (03/18/2024 A) |
| Unvested RSUs market values (12/31/2024 @ $186.33) | $37,452; $166,952; $552,841; $611,349 respectively |
| Outstanding PSUs at 12/31/2024 | 478 (03/21/2022 C); 3,516 (03/14/2023 E); 673 (03/18/2024 B) |
| PSU payout values shown (assumptions per award footnotes) | $89,066 (C@threshold); $655,136 (E@maximum); $125,400 (B@threshold) |
| 2024 option/RSU activity | Options exercised: 19,642 shares, $888,009 value; RSUs vested: 4,370 shares, $615,459 value |
| Stock ownership guidelines | Designated Executives: lesser of 3x base salary or 40,000 shares; RSUs/PSUs don't count until vested; retention holdback 25% if below target |
| Soliday guideline status | Current stock target 10,771; target met (as of Apr 4, 2025) |
| Hedging/pledging policy | Hedging prohibited; pledging requires legal pre-approval; insider trading policy applies to all Covered Persons |
| Pledging by Soliday | No pledging disclosed for Soliday; Kern disclosed pledge separately |
Employment Terms
- Employment agreement: None. As of Dec 31, 2024, Soliday did not have an employment agreement (unlike the CEO, CFO, CLO) .
- Severance Guidelines for Soliday’s level: Upon qualifying termination, up to 6 months base salary continuation; lump-sum COBRA cost for 6 months; RSUs that would vest in the next 3 months accelerate; PSUs prorated by months since grant remain outstanding and settle at original payout date based on actual performance .
- Estimated payments (Dec 31, 2024 assumptions):
- Qualifying termination: Salary continuation $238,000; COBRA $13,968; RSUs $179,249; plus PSUs $262,554 if goals satisfied .
- Death/disability: RSUs $1,368,594; PSUs $578,368 .
- Change in control (awards not assumed or double-trigger within 2 years if assumed): RSUs $1,368,594; PSUs $905,936 .
- Change-in-control equity acceleration policy (Amended 2005 Plan): Single-trigger acceleration only if awards are not converted/assumed; otherwise double-trigger (termination without cause/for good reason within 2 years) for SVP+ officers; RSUs/PSUs vest and are settled per plan, subject to 409A timing .
- Clawback: Nasdaq 5608 compliant policy—recoup “erroneously awarded compensation” upon accounting restatement; broader misconduct recoupment permitted; equity agreements also allow recovery of equity realized within 2 years prior to termination for cause .
Compensation Trends (Multi-Year)
| Year | Salary ($) | Stock Awards ($) | All Other ($) | Total ($) |
|---|---|---|---|---|
| 2022 | 440,078 | 758,433 | 9,150 | 1,207,661 |
| 2023 | 455,125 | 671,240 | 9,900 | 1,136,265 |
| 2024 | 475,287 | 799,950 | 10,350 | 1,285,587 |
Observations:
- Mix is primarily equity; in 2024, equity includes 75% RSUs and 25% PSUs consistent with SVP practice .
- Company has largely shifted away from options for executive officers since 2018, reducing repricing risk; exceptions noted for Mr. Kern in 2021 .
Related Party and Governance Signals
- No related party transactions disclosed involving Soliday; Audit Committee reviews/approves per policy .
- Say-on-pay: 2024 vote approved 2023 NEO compensation with ~96.1% support, indicating broad investor acceptance of pay design .
Performance & Track Record
- Executive tenure spans Expedia’s platform transformation, loyalty program launch, and AI/ML integration; company cited these strategic initiatives in 2024 compensation context .
- 2023 financials and stock performance improved materially, reinforcing the rationale for performance-weighted equity awards; Compensation Committee used discretion to grant threshold payout on 2021 PSUs for retention of tenured executives, including Soliday (536 shares) .
Risk Indicators & Red Flags
- Discretionary modification of 2021 PSUs to threshold payout introduces precedent risk but was limited and retention-driven (17% of aggregate target awarded across 15 employees) .
- No hedging allowed; pledging requires pre-approval; no pledging disclosed for Soliday .
- Strong say-on-pay reduces governance risk in near term .
Compensation Committee & Peer Practices
- Equity award practices scheduled independent of MNPI; majority of awards granted annually in March .
- PSU metrics and payout scales designed with rigorous multi-year growth targets; numeric goal levels not disclosed to avoid competitive harm .
Equity Vesting and Selling Pressure Indicators
| Activity (2024) | Shares | Value ($) |
|---|---|---|
| Options exercised | 19,642 | 888,009 |
| RSUs vested | 4,370 | 615,459 |
- RSU cadence creates regular supply via quarterly vesting; ownership policy requires retention of 25% of net shares if below target; Soliday met his stock target as of June 30, 2024 measurement, reducing forced retention .
Investment Implications
- Alignment: 2024 PSU design directly ties Soliday’s equity to revenue and Adjusted EBITDA CAGR, supporting pay-for-performance and margin expansion focus through 2026 .
- Retention: Regular RSU vesting and modest severance (6 months salary, limited acceleration) suggest manageable sell pressure; 2027 PSU cliff creates medium-term retention hook .
- Governance: Strong say-on-pay (96.1%), robust clawback, and double-trigger CIC provisions lower compensation-related risk; prior discretionary PSU modification is a watch item but was contained .
- Execution risk: Targets for PSU metrics are undisclosed; success depends on sustaining revenue and Adjusted EBITDA growth against competitive/FX headwinds; company’s improved 2023 performance and ongoing platform/AI initiatives provide tailwinds, but outcomes will determine PSU value realization .
Citations