Kristen Dalton
About Kristen Dalton
Kristen Dalton, 52, is President of Brand Tripadvisor and was designated a company executive officer on April 29, 2025. She joined Tripadvisor in 2019 and previously served as COO (2023) and VP of Finance (2019–2023); she holds a B.S. in Accounting from Villanova University . Company performance during her tenure includes FY2024 consolidated revenue of $1.835B (+3% YoY), GAAP net income of $5M, and adjusted EBITDA of $339M . In Q3 2025, Brand Tripadvisor revenue declined 8% YoY to $235M with adjusted EBITDA of $59M (down from $87M in Q3 2024) . A company press release referred to Dalton as “President, Tripadvisor” in September 2025, reflecting broader brand leadership visibility .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Tripadvisor | President, Brand Tripadvisor | Jan 2024–present | Leads Brand Tripadvisor segment and portfolio optimization initiatives |
| Tripadvisor | Chief Operating Officer | Jan 2023–Dec 2023 | Oversight of operations and execution across group priorities |
| Tripadvisor | Vice President of Finance | Oct 2019–Jan 2023 | Finance leadership, planning and performance support for the group |
| Vistaprint | Vice President | 2014–2019 | Senior leadership at a consumer/SMB commerce brand |
| ACE Group; AXA; Zurich Financial Services | Senior positions | Not disclosed | Insurance/financial services leadership experience |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No public company board or external directorships disclosed in proxy |
Fixed Compensation
- Not disclosed for Ms. Dalton in the FY2024 proxy (she was not an NEO for FY2024) .
Performance Compensation
Company annual bonus design (applied to NEOs in FY2024; Dalton was not an NEO that year):
| Metric | Weighting | Threshold (50% payout) | Target (100% payout) | Maximum (200% payout) | FY2024 Actual | Resulting Payout % |
|---|---|---|---|---|---|---|
| Revenue | 50% | $1,681,367k | $1,868,185k | $2,055,004k | $1,834,561k | 99.2% |
| Adjusted EBITDA | 50% | $331,055k | $389,476k | $455,687k | $384,642k (excl. bonus accruals for measurement) | 99.6% |
Equity award structure used for executives:
- RSUs: time-based; typically vest 25% at first anniversary, then 6.25% quarterly over three years (four-year total) .
- PSUs: two-year performance period using Revenue and Adjusted EBITDA (50/50 weighting); vest after certification in two annual tranches (Dec 31, 2025 and Dec 31, 2026 for 2024 grants) .
Equity Ownership & Alignment
| Item | Value | Notes |
|---|---|---|
| Total beneficial ownership | 126,123 shares | As of April 29, 2025; includes shares acquirable within 60 days via vesting/exercise, per proxy methodology |
| % of shares outstanding | ~0.11% | 126,123 / 118,090,851 shares outstanding; shares outstanding as of Apr 29, 2025 . Calculation shown for transparency. |
| Hedging/pledging | Prohibited | Insider Trading Policy prohibits hedging and pledging for directors/officers/employees |
| Stock ownership guidelines | NEOs: 3x base salary; CEO: 6x | Guidelines apply to NEOs and directors; status noted for NEOs and directors as compliant or within allowed timeframes as of Mar 31, 2025. Dalton’s guideline status not disclosed (she was not an NEO in FY2024) |
| Clawback policy | Adopted Nov 1, 2023 | Recovers incentive compensation upon an accounting restatement per SEC/Nasdaq rules |
Note: The proxy’s beneficial ownership methodology counts shares and RSUs vesting within 60 days; PSUs and unexercised options not counted unless within the 60-day window .
Employment Terms
| Term | Detail |
|---|---|
| Company tenure | Joined Tripadvisor Oct 2019; roles since include VP Finance, COO, and President of Brand Tripadvisor |
| Current role start date | January 2024 |
| Contract term/auto-renewal | Not disclosed for Dalton |
| Severance framework (Company) | In Aug 2025, the Compensation Committee amended the Severance Plan for NEOs: 12 months base salary (18 months for CEO), target annual bonus (1.5x for CEO), up to 12 months COBRA premiums (18 months for CEO), vesting of awards that would vest within 12 months (18 months for CEO) subject to performance conditions, and options/SARs remain exercisable through original expiration . Applicability to Dalton was not disclosed. |
| Change-of-control equity treatment | 2023 Plan provides double-trigger acceleration for equity (termination without cause/for good reason within 3 months prior to or 12 months post-CIC); MSUs granted to certain NEOs (Goldberg/Noonan) have single-trigger CIC acceleration; Dalton-specific award terms not disclosed |
| Clawback & insider policy | Formal clawback adopted Nov 1, 2023; hedging and pledging prohibited |
Performance & Track Record
Company-level FY2024 performance:
| Metric | FY2023 | FY2024 |
|---|---|---|
| Revenue ($USD Billions) | $1.835 | $1.835 |
| GAAP Net Income ($USD Millions) | $10 | $5 |
| Adjusted EBITDA ($USD Millions) | $334 | $339 |
Brand Tripadvisor segment metrics:
| Metric | Q3 2024 | Q3 2025 |
|---|---|---|
| Revenue ($USD Millions) | $255 | $235 |
| Adjusted EBITDA ($USD Millions) | $87 | $59 |
Strategic operating model reset (Nov 2025):
- Experiences-led and AI-enabled realignment; expected at least $85M annualized gross cost savings, majority realized by 2026 and fully by 2027 .
- Estimated restructuring charges of ~$35–$40M, primarily severance and benefits, mostly in Q4 2025 with remainder in 2026 .
- Segments to be reorganized into Experiences, Hotels & Other, and TheFork in Q4 2025 .
Compensation Committee Analysis
- Independent compensation consultant FW Cook engaged; no conflicts identified; peer group includes Akamai, Angi, Box, Etsy, Expedia, IAC, Sabre, Shutterstock, Yelp, Zillow, etc. .
- Executive compensation features: variable pay focus, financial targets tied to revenue and adjusted EBITDA, clawback, ownership guidelines, prohibition on hedging/pledging, and no option repricing without shareholder approval .
Investment Implications
- Alignment: Dalton holds ~0.11% of common shares outstanding; hedging/pledging is prohibited, and company maintains clawback and NEO ownership guidelines—favorable alignment signals even though Dalton’s specific ownership guideline status is not disclosed .
- Execution risk: Brand Tripadvisor’s Q3 2025 revenue and EBITDA declined YoY while Viator and TheFork grew; near-term pressure on Brand profitability increases the importance of portfolio simplification and experiences integration under the operating model reset .
- Compensation levers: Company bonus/PSU frameworks tied to revenue and adjusted EBITDA should reinforce pay-for-performance; lack of Dalton-specific award detail limits direct assessment of her incentive alignment (monitor future proxies/8‑Ks for her grant terms) .
- Retention risk: The amended Severance Plan provides robust NEO severance protections; Dalton’s participation is not disclosed—investors should watch for participation letters or future filings to assess her retention economics amid restructuring .