Booking Holdings Inc. (BKNG) Q2 FY2026 8-K Filings and Company Events

Filings that contain financial statements

Booking Holdings furnishes quarterly results through Form 8-K earnings releases (Exhibit 99.1), each with a financial and statistical supplement.

• Form 8-K filed August 4, 2026, accession 0001075531-26-000036: second quarter and six months ended June 30, 2026. Holds the consolidated balance sheet at June 30, 2026 (with December 31, 2025 comparative), the statements of operations for the three and six months ended June 30, 2026 and 2025, the statement of cash flows for the six months ended June 30, 2026 and 2025, non-GAAP reconciliations, and a nine-quarter operating-metrics table.
• Form 8-K filed April 28, 2026, accession 0001075531-26-000024: first quarter ended March 31, 2026. Holds the balance sheet at March 31, 2026, the statement of operations and the statement of cash flows for the three months ended March 31, 2026.
• Form 8-K filed February 18, 2026, accession 0001075531-26-000008: fourth quarter and full year ended December 31, 2025. Holds the balance sheet at December 31, 2025, statements of operations for the three and twelve months, and the cash flow statement for the twelve months.

Results and guidance

• August 4, 2026 (Q2 2026 results; 0001075531-26-000036). Room nights 325 million (+5%), gross bookings $51.0 billion (+9%, about +8% constant currency), revenue $7.4 billion (+8%, about +7% constant currency). GAAP net income $1.95 billion (+118%), GAAP diluted EPS $2.53, Adjusted EPS $2.54 (+15%), Adjusted EBITDA $2.6 billion (+9%). The company raised its expected annual run-rate savings from the Transformation Program to about $650 million, to be fully realized by the end of 2027. Q3 2026 guidance: room nights +3% to +5%, gross bookings +4% to +6%, revenue +4% to +6%, Adjusted EBITDA +4% to +6%. Full-year 2026 guidance: gross bookings and revenue growth of high single digits, Adjusted EBITDA growth of high single digits, Adjusted EPS growth of low to mid-teens. The outlook assumes the indirect effects of the Middle East conflict (elevated flight prices, reduced flight capacity on some routes, softer long-haul demand) persist through the third quarter.
• April 28, 2026 (Q1 2026 results; 0001075531-26-000024). Room nights 338 million (+6%), gross bookings $53.8 billion (+15%, about +8% constant currency), revenue $5.5 billion (+16%, about +10% constant currency), GAAP net income $1.1 billion (+225%), Adjusted EBITDA $1.3 billion (+19%). The company estimated that the Middle East conflict reduced room night growth by about 2 percentage points. Q2 2026 guidance: room nights +2% to +4%, gross bookings +4% to +6%, revenue +4% to +6%, Adjusted EBITDA +4% to +6%. Full-year guidance was given as gross bookings growth of high single digits to low double digits and revenue growth of high single digits (both reported), Adjusted EBITDA growth slightly faster than revenue, and Adjusted EPS growth of low to mid-teens. The full-year outlook assumed the conflict's impact continues through June, followed by a recovery in bookings in the second half.
• February 18, 2026 (Q4 and full-year 2025 results; 0001075531-26-000008). Full-year 2025 room nights 1,235 million (+8%), gross bookings $186.1 billion (+12%), revenue $26.9 billion (+13%), GAAP net income $5.4 billion (-8%), Adjusted EBITDA $9.9 billion (+20%). Annual run-rate Transformation Program savings of about $550 million were enabled. Initial 2026 guidance was gross bookings and revenue growth of low double digits and Adjusted EBITDA growth faster than revenue.

Capital actions

• Stock split. On February 18, 2026 the company announced a 25-for-1 forward stock split (0001075531-26-000008). Per the Form 8-K filed April 2, 2026 (0000950157-26-000465), the charter amendment was filed and became effective at 4:01 p.m. Eastern on April 2, 2026, and raised authorized common shares from 1,000,000,000 to 25,000,000,000; split-adjusted trading was expected to begin April 6, 2026. The Q1 and Q2 2026 releases present all share and per-share data retroactively adjusted.
• Debt issuance, May 2026. Form 8-K filed May 7, 2026 (0001104659-26-057239): $750 million of 5.375% Senior Notes due May 7, 2036, under an underwriting agreement dated May 5, 2026; the notes are general senior unsecured obligations. Form 8-K filed May 11, 2026 (0001104659-26-058730): three euro tranches totaling EUR 1.9 billion, under an underwriting agreement dated May 5, 2026, EUR 600 million 3.500% Senior Notes due May 11, 2030, EUR 700 million 4.000% Senior Notes due May 11, 2034 and EUR 600 million 4.500% Senior Notes due May 11, 2039. Both were registered public offerings and the filings describe the notes as sold, with the officers' certificates executed on the issue dates. The Form 10-Q for the quarter ended June 30, 2026 (0001075531-26-000037) states that proceeds of the May 2026 senior notes are available for general corporate purposes, including to repurchase shares of the Company's common stock and to redeem or repay outstanding indebtedness.
• Debt issuance, November 2025. Form 8-K filed November 7, 2025 (0001104659-25-108511): EUR 750 million 3.000% Senior Notes due 2030 and EUR 750 million 3.625% Senior Notes due 2035, executed November 7, 2025.
• Dividends. The quarterly dividend was $10.50 per share (pre-split) for the first quarter of 2026, up 9.4% from $9.60 (0001075531-26-000008). After the split the declared dividend is $0.42 per share for the second quarter (payable June 30, 2026; 0001075531-26-000024) and $0.42 per share for the third quarter (payable September 30, 2026, record date September 11, 2026; 0001075531-26-000036).
• Buybacks. The company repurchased $2.1 billion of stock in Q4 2025 (remaining authorization $21.8 billion at December 31, 2025), $3.6 billion in Q1 2026 (remaining $18.2 billion at March 31, 2026) and $3.7 billion in Q2 2026 (remaining $14.5 billion at June 30, 2026), all excluding excise taxes (0001075531-26-000008, -000024, -000036).

Management, board and governance

• April 1, 2026 (0001075531-26-000012). Kurt Sievers, former President and CEO of NXP Semiconductors, was appointed to the Board and the Corporate Governance Committee. Director Lynn Radakovich is retiring effective at the June 2026 annual meeting and was not standing for re-election.
• April 2, 2026 (0001075531-26-000014). Caroline Sullivan was appointed Senior Vice President, Chief Accounting Officer and Controller, effective April 29, 2026. This follows the September 17, 2025 announcement (0001075531-25-000039) that the incumbent Chief Accounting Officer, Susana D'Emic, intends to retire at the end of March 2027 and move to a Senior Vice President of Finance role in the interim.
• June 2, 2026 annual meeting (0001075531-26-000031). All eleven nominees were elected, executive compensation (advisory) and Deloitte & Touche LLP as auditor for 2026 were approved, and a charter amendment providing for exculpation of officers was approved and filed. Two stockholder proposals (political spending and brand damage; operations in illegal settlements) were not approved.
• October 16, 2025 (0001075531-25-000043). The Board adopted amended and restated By-Laws, effective immediately, requiring a majority of the Board to call a special meeting of the Board and revising the advance-notice provision.

Other items

• Q3 2025 results (0001075531-25-000050, October 28, 2025) recorded a $457 million impairment of KAYAK goodwill and certain intangible assets.
• No acquisitions, divestitures, restructuring announcements beyond the existing Transformation Program, or material legal outcomes appear in the Form 8-Ks filed from June 2025 through August 4, 2026.