UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): July 31, 2006
Expedia, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation or organization)
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000-51447
(Commission
File Number)
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20-2705720
(I.R.S. Employer
Identification No.) |
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3150 139th Avenue S.E., Bellevue, Washington
(Address of principal executive offices)
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98005
(Zip Code) |
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| Registrant’s telephone number, including area code:
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(425) 679-7200 |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement
On July 31, 2006,
Expedia, Inc. (the “Company”) entered into a Separation Agreement with
Keenan M. Conder, its Senior Vice President, General Counsel and Secretary, whose employment
with the Company terminated on such date. The terms of the Separation Agreement provide that Mr. Conder will
refrain from engaging in certain competitive activity for a specified period following his employment with the Company.
In addition, Mr. Conder has agreed during such period to refrain from certain hiring, recruiting or soliciting
activities related to the Company and its employees and officers. In consideration of these and other commitments
from Mr. Conder, the
Company will continue to pay his former annual base salary of $285,000 and pay for his COBRA health
insurance coverage, each for a period of twelve months; provided, that such payments will be offset
by any amount earned by Mr. Conder from another employer. The Company will also pay for certain
relocation expenses. In addition, the agreement provides that the vesting of 9,352 restricted
stock units held by Mr. Conder that would have vested in the one-year period following his date of
termination of employment will be accelerated and be fully vested as
of the later of July 31, 2006 or the expiration of a seven-day
revocation period following Mr. Condor's execution of the agreement.