Summary
This Form 8-K filing by Expedia, Inc. reports a significant change in its Board of Directors. Effective February 27, 2006, Gregory B. Maffei resigned from the Board. Mr. Maffei's departure is notable as he was nominated by Liberty Media Corporation, a significant stockholder. In connection with Mr. Maffei's resignation, Liberty Media Corporation has exercised its right under a Governance Agreement to nominate a replacement. William R. Fitzgerald has been nominated to fill the vacancy. This change may signal shifts in the influence or strategic direction related to Liberty Media's stake in Expedia, which investors should monitor.
Key Highlights
- 1Gregory B. Maffei has resigned as a member of Expedia's Board of Directors, effective February 27, 2006.
- 2Mr. Maffei was a nominee of Liberty Media Corporation, a significant stockholder.
- 3Liberty Media Corporation has nominated William R. Fitzgerald to replace Mr. Maffei on the Board.
- 4The nomination and replacement are in accordance with a Governance Agreement between Expedia, Liberty Media, and Barry Diller.
- 5Liberty Media retains the right to nominate two directors as long as certain stock ownership requirements are met.
- 6Mr. Maffei did not serve on any board committees.
Frequently Asked Questions
The filing states that Gregory B. Maffei submitted his resignation as a member of the Board of Directors of Expedia, Inc. on February 27, 2006. The specific reasons for his resignation are not detailed in this filing.
Gregory B. Maffei was nominated by Liberty Media Corporation, which is identified as a stockholder of Expedia.
Liberty Media Corporation has nominated William R. Fitzgerald to replace Mr. Maffei on the Expedia Board of Directors.
Yes, according to the Governance Agreement mentioned, Liberty Media Corporation has the contractual right to nominate two directors for election to the Board, provided certain stock ownership requirements are met. The replacement of Mr. Maffei demonstrates the continuation of this arrangement.