TripAdvisor 2013 Annual Report Download - page 139

Whether you hold shares directly as a registered stockholder or beneficially as a beneficial stockholder, you
may direct how your shares are voted without attending the Annual Meeting. For directions on how to vote,
please refer to the instructions below and those on the Notice of Internet Availability of Proxy Materials, proxy
card or voting instruction form provided. To vote using the Internet or by telephone, you will be required to enter
the control number included on your Notice of Internet Availability of Proxy Materials or other voting instruction
form provided by your broker, trust, bank or other nominee.
•Using the Internet. Registered stockholders may vote using the Internet by going to
www.proxyvote.com and following the instructions. Beneficial stockholders may vote by accessing the
website specified on the voting instruction forms provided by their brokers, trusts, banks or other
nominees.
•By Telephone. Registered stockholders may vote, from within the United States, using any touch-tone
telephone by calling 1-800-690-6903 and following the recorded instructions. Beneficial owners may
vote, from within the United States, using any touch-tone telephone by calling the number specified on the
voting instruction forms provided by their brokers, trusts, banks or other nominees.
•By Mail. Registered stockholders may submit proxies by mail by requesting printed proxy cards and
marking, signing and dating the printed proxy cards and mailing them in the accompanying pre-addressed
envelopes. Beneficial owners may vote by marking, signing and dating the voting instruction forms
provided by their brokers, trusts, banks or other nominees and mailing them in the accompanying pre-
addressed envelopes.
All proxies properly submitted and not revoked will be voted at the Annual Meeting in accordance with the
instructions indicated thereon. If no instructions are provided, such proxies will be voted FOR proposals (1) and
(2) and AGAINST proposal (3) described in this Proxy Statement.
TripAdvisor is incorporated under Delaware law, which specifically permits electronically transmitted
proxies, provided that each such proxy contains, or is submitted with, information from which the inspector of
elections can determine that such proxy was authorized by the stockholder. The electronic voting procedures
provided for the Annual Meeting are designed to authenticate each stockholder by use of a control number, to
allow stockholders to vote their shares and to confirm that their instructions have been properly recorded.
Voting in Person at the Annual Meeting
You may also vote in person at the Annual Meeting. Votes in person will replace any previous votes you
have made by mail, telephone or the Internet. We will provide a ballot to registered stockholders who request one
at the meeting. Shares held in your name as the stockholder of record may be voted on that ballot. Shares held
beneficially in street name may be voted on a ballot only if you bring a legal proxy from the broker, trust, bank or
other nominee that holds your shares giving you the right to vote the shares. Attendance at the Annual Meeting
without voting or revoking a previous proxy in accordance with the voting procedures will not in and of itself
revoke a proxy.
Your vote is very important. Whether or not you plan to attend the Annual Meeting, please take the
time to vote via the Internet, by telephone or by returning your marked, signed and dated proxy card so
that your shares will be represented at the Annual Meeting.
Revocation of Proxies
Any proxy given pursuant to this solicitation may be revoked by the person giving it any time before the
taking of the vote at the Annual Meeting.
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