Good morning, and welcome to Expedia Group's 2025 Annual Stockholders' Meeting. Today's meeting is being recorded. I now would like to turn the proceedings over to Mr. Bob Jelic, Chief Legal Officer and Corporate Secretary of Expedia Group. Please go ahead, sir.
Thank you very much, and good morning. Please note that we have a lot of time after the meeting to respond to questions submitted by stockholders. With that, I would like to officially call this meeting to order and introduce a few additional people. From Expedia Group, we have Ariane Gorin, our CEO, and Scott Schenkel, our CFO. From Broadridge, we have Mr. Caridio, who has been appointed and taken the oath of office as Inspector of Elections. A representative from Ernst & Young, our independent registered public accounting firm, is also available to respond to appropriate questions. Expedia Group's Board of Directors previously fixed April 4th, 2025, as the record date for determining which stockholders were entitled to notice of and to vote at the annual meeting.
A stockholder list, as of the record date, has been opened for examination at the company's headquarters for any purpose relevant to this meeting during ordinary course business hours for the past 10 days. The record will show that we have received from Broadridge an affidavit of mailing certifying that notice of this meeting has been properly given and that stockholders of record, as of April 4th, 2025, were sent the notice of internet availability of proxy material, which Broadridge commenced distributing to stockholders on April 21st, 2025. Additionally, we received a report from the Inspector of Elections certifying that a sufficient number of shares of Expedia Group's outstanding capital stock and of its outstanding voting power are represented at this meeting so as to constitute a quorum for the items of business to be voted on.
A quorum is accordingly present, and we may proceed with the transaction of business stated in the notice of meeting. If you have already cast your votes, then your votes have been tallied, and you need not vote again today. If you are entitled to vote and you wish to revoke a previously submitted proxy or cast your vote during the meeting, you may do so online until the polls close. This year, there are three items on the agenda. The first item is a proposal to elect 11 directors. Eight of the director nominees will be voted upon collectively by the holders of Expedia Group's common stock and the holders of its Class B common stock. The eight director nominees are Beverly Anderson, Chelsea Clinton, Barry Diller, Henrique Duvigros, Ariane Gorin, Craig Jacobson, Dara Khosrowshahi, and Alex von Furstenberg.
The remaining three director nominees will be voted upon only by the holders of Expedia Group's common stock. Those three director nominees are Moina Banerjee, Patricia Menendez-Cambo, and Alexander Wang. For each director nominee, the affirmative vote of a plurality of the total number of votes cast is required for approval. The second item is a proposal to approve on an advisory basis the compensation of Expedia Group's named executive officers, as disclosed in the 2025 proxy statement. Item two will be voted upon collectively by the holders of all Expedia Group voting securities voting together as a single class. An approval requires the affirmative vote of a majority of the voting power of the shares present and entitled to vote. The third item is a proposal to ratify the appointment of Ernst & Young as Expedia Group's independent registered public accounting firm for the year ending December 31st, 2025.
Item three will be voted upon collectively by the holders of all Expedia Group voting securities voting together as a single class. An approval requires the affirmative vote of a majority of the voting power of the shares present and entitled to vote. The proposals for this meeting have been presented. I now declare the polls closed. Before the meeting, the Inspector of Elections informed me of the voting results based on proxies already received and tabulated. Based on those preliminary voting results and pursuant to the Delaware General Corporation Law and Expedia Group's Certificate of Incorporation and Bylaws, I will now announce the preliminary results. All 11 director nominees have been elected. Stockholders have approved on an advisory basis the compensation of Expedia Group's named executive officers, and stockholders have ratified the appointment of Ernst & Young for fiscal year 2025.
We will report the final voting results on a Form 8-K, which will be filed with the SEC within four business days. With no other business conducted at this meeting, I declare the meeting adjourned. We have had a question regarding the compensation committee's use of the SEC's compensation actually paid metric when setting CEO compensation. While the committee doesn't rely specifically on that metric, the compensation committee reviews various factors in establishing executive officer compensation, including CEO compensation. As we described in the proxy statement filed in connection with this meeting, those factors include Expedia Group's prior year business and financial performance, general economic and business conditions, an analysis of competitive compensation market data, individual performance of the executive officer, and realized and future vesting compensation.
Those were all the questions we have, and we are done with the regular business at this meeting, and therefore we adjourn the meeting. Thank you for your interest in Expedia Group. That concludes the call.
The meeting has now concluded. Thank you for joining, and have a pleasant day.