TripAdvisor 2014 Annual Report Download - page 128

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Mr. Miller served as Chief Executive Officer of AOL LLC (“AOL”) from August 2002 to December 2006. Prior to joining AOL,
Mr. Miller served as Chief Executive Officer and President of USA Information and Services, of USA Interactive, a predecessor to
IAC/InterActiveCorp (“IAC”). Mr. Miller previously served as a director of Live Nation Entertainment, Inc. and Ticketmaster
Entertainment, Inc. prior to its merger with LiveNation. Mr. Miller is currently a member of the Board of Directors of Shutterstock,
Inc.; AMC Networks, Inc.; The Interpublic Group of Companies, Inc.; Houghton Mifflin Harcourt Company and RTL Group, S.A.
Mr. Miller also serves on the Board of Trustees of the American Film Institute and The Paley Center for Media. Mr. Miller holds a
B.A. from Harvard College.
Board Membership Qualifications: Through his various senior leadership positions at other private and public companies and
business divisions thereof, Mr. Miller possesses extensive executive, strategic, operational, and corporate governance
experience. Mr. Miller also has expertise in the digital media and online advertising sectors. Further, Mr. Miller has experience
as a director serving on other public company boards.
Dipchand (Deep) Nishar has been a director of TripAdvisor since September 2013. Mr. Nishar has served on the Board of
Directors of OPower, Inc. since August 2013. From January 2011 to October 2014, Mr. Nishar served as Senior Vice President,
Products and User Experience, for LinkedIn Corporation and, from January 2009 until January 2011, served as its Vice President,
Products. Prior to LinkedIn, Mr. Nishar served in several roles, including most recently as the Senior Director of Products for the
Asia-Pacific region at Google Inc., an Internet search company, from August 2003 to January 2009. He was also the Founder and Vice
President of Products at Patkai Networks, a service oriented architecture software company. Mr. Nishar holds an M.B.A. with highest
honors (Baker Scholar) from Harvard Business School, an M.SEE from University of Illinois, Urbana-Champaign, and a B.Tech with
honors from the Indian Institute of Technology.
Board Membership Qualifications: Through his roles with LinkedIn and Patkai Networks, Mr. Nishar has significant
operational experience in those areas which are directly applicable to TripAdvisor’s business and areas of focus. Mr. Nishar has
an extensive background in the Internet industry and, in particular, the digital media and online advertising sectors.
Jeremy Philips has been a director of TripAdvisor since the completion of the Spin-Off in 2011. He has been a general partner
of Spark Capital since May 2014. He is also a director of several private Internet companies. Mr. Philips served as the Chief
Executive Officer of Photon Group Limited, a holding company listed on the Australian Securities Exchange, from June 2010 to
January 2012. Mr. Philips had previously served as an Executive Vice President in the Office of the Chairman of News Corporation
from January 2006 to March 2010, and as Senior Vice President of News Corporation from July 2004 to January 2006. Prior to joining
News Corporation, he served in several roles, including as co-founder and Vice-Chairman of a publicly traded Internet holding
company, and as an analyst at McKinsey & Company. Mr. Philips also served as a director of REA Group Ltd. from March 2009 to
June 2010. He is an adjunct professor at Columbia Business School and holds a BA and LLB from the University of New South Wales
and an MPA from the Harvard Kennedy School of Government.
Board Membership Qualifications: Mr. Philips has significant strategic and operational experience, acquired through his
service as Chief Executive Officer of Photon Group Limited and other executive-level positions at other companies. He also
possesses a high level of financial literacy and expertise regarding mergers, acquisitions, investments and other strategic
transactions.
Spencer M. Rascoff has been a director of TripAdvisor since September 2013. Mr. Rascoff has served as the Chief Executive
Officer of Zillow, Inc. since September 2010 and has served as a member of its Board of Directors since July 2011. Mr. Rascoff
joined Zillow as one of its founding employees in 2005 as Vice President of Marketing and Chief Financial Officer and served as
Chief Operating Officer from December 2008 until he was promoted to Chief Executive Officer. From 2003 to 2005, Mr. Rascoff
served as Vice President of Lodging for Expedia. In 1999, Mr. Rascoff co-founded Hotwire, Inc., an online travel company, and
managed several of Hotwire’s product lines before Hotwire was acquired in 2003 by IAC, Expedia’s parent company at the time.
Mr. Rascoff previously served in the mergers and acquisitions group at Goldman, Sachs & Co., an investment banking and securities
firm, and at TPG Capital, a private equity firm. Mr. Rascoff serves on the Board of Directors of Zulily, a privately held consumer
products company, and Julep Beauty Incorporated, a privately-held beauty products company. Mr. Rascoff graduated cum laude with
a B.A. in Government from Harvard University, and he serves on the Seattle Children’s Hospital Research Institute Advisory Board.
Board Membership Qualifications: Mr. Rascoff has significant operational and financial experience, acquired through his
current service as Chief Executive Officer and prior service as Chief Financial Officer of Zillow. Mr. Rascoff also possesses a
high level of financial literacy and expertise regarding mergers, acquisitions, investments and other strategic transactions as well
as an extensive background in the Internet industry and global travel industry.
Christopher W. Shean has been a director of TripAdvisor since February 2013. Mr. Shean has been a Senior Vice President of
LMC (including its predecessor) since May 2007, the Chief Financial Officer since November 2011 and the Controller from May