Global Business Travel Group (GBTG) Proxy filing summary

Executive summary

• Entered agreement to go private via acquisition by Long Lake, with support from General Catalyst and Alpha Wave, expected to close in the second half of 2026 pending regulatory and stockholder approvals.

• Transaction aims to accelerate growth and value through AI capabilities and the Nexus AI transformation platform.

• No immediate changes to operations, strategy, or employee roles; company will continue to operate independently until closing.

• Stockholders will receive $9.50 in cash per share upon closing; major shareholders representing 69% have agreed to vote in favor.

• Brand licensing and commercial agreements with American Express remain unchanged.

Voting matters and shareholder proposals

• Stockholder approval required for the transaction; a special meeting will be held for this purpose.

• American Express, QIA, Expedia, and BlackRock, holding 69% of shares, have entered into a voting agreement to support the deal.

Board of directors and corporate governance

• The Special Committee and Board approved the transaction after a deliberate process, citing value and certainty for stockholders.

• No changes to leadership or board structure announced at this stage.