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SEC Filings

20-F
TRIVAGO N.V. filed this Form 20-F on 03/06/2018
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Awards include options, share appreciation rights, restricted share units and other share-based and cash-based awards. Awards may be settled in stock or cash. The option exercise price for options granted to members of the management board and the supervisory board under the 2016 Plan for management board members shall not be less than the fair market value of a Class A share as defined in the 2016 Plan on the relevant grant date, unless otherwise approved by shareholders at a general meeting. The option exercise price for options under the 2016 Plan for other eligible individuals can be less than the fair market value of a Class A share as defined in the 2016 Plan on the relevant grant date. To the extent that listing standards of the applicable exchange require the company’s shareholders to approve any repricing of options, options may not be repriced without shareholder approval.
Options and share appreciation rights shall vest and become exercisable at such time and pursuant to such conditions as determined by the plan committee and as may be specified in an individual grant agreement. The plan committee may at any time accelerate the exercisability of any option or share appreciation right. Restricted shares may vest based on continued service, attainment of performance goals or both continued service and performance goals. The plan committee at any time may waive any of these vesting conditions.
Options and share appreciation rights will have a term of not more than ten years. The 2016 Plan will also have a ten- year term, although awards outstanding on the date the 2016 Plan terminates will not be affected by the termination of the 2016 Plan.
As of December 31, 2016, there were no awards granted under the 2016 Plan. During 2017, 10,561,001 awards were granted under the 2016 Plan.
trivago amended option plan
Under the trivago amended option plan, we may grant share options and other share-based awards to management board and supervisory board members, officers, employees and consultants. We issue new shares to satisfy the exercise or settlement of share-based awards.
The following table presents a summary of our share option activity in trivago N.V. equivalent shares for periods prior to January 1, 2017 and trivago N.V. shares after January 1, 2017:
 
 
Options
 
Weighted
average
exercise
price
 
Remaining
contractual
life
 
Aggregate
intrinsic
value
 
 
 
 
 
 
(In years)
 
(in thousands)
Balance as of January 1, 2016
 
722

 
3,239

 
 
 
 
Granted
 
221

 
80,926

 
 
 
 
Exercised
 
39

 
17,953

 
 
 
 
Cancelled
 
2

 
1

 
 
 
 
Balance as of December 31, 2016
 
902

 
21,637

 
49
 
68,235

Balance as of December 31, 2016 (trivago N.V. equivalents)
 
7,704,659

 
 
 
 
 
 
Exercisable as of December 31, 2016
 
517

 
209

 
50
 
89,663

Vested and expected to vest after December 31, 2016
 
902

 
21,637

 
49
 
68,235

Granted
 
10,561,001

 
7.16

 
 
 
11,827

Exercised
 
1,093,428

 
0.13

 
 
 
14,860

Cancelled
 
63,658

 
8.15

 
 
 
366

Balance as of December 31, 2017
 
17,108,574

 
5.66

 
21
 
32,178

Exercisable as of December 31, 2017
 
5,304,662

 
1.57

 
44
 
25,891

Vested and expected to vest after December 31, 2017
 
17,108,574

 
5.66

 
21
 
32,178

As discussed above, the options legally exercised in 2015 were subject to an accounting modification that changed their classification from equity to liability awards. These awards remained subject to variable accounting treatment through their settlement date in June 2016. Prior to the IPO, 93 Class A and 6 Class

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