STOCK TITAN

[Form 4] Taboola.com Ltd. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Apollo-affiliated entities reported sales of Taboola.com Ltd. (TBLA) shares on 08/25/2025. The filing shows a disposition of 218,310 non-voting ordinary shares at $3.28 per share, recorded as a sale. After the reported transaction, the Apollo group beneficially owns 31,308,967 non-voting ordinary shares (indirect) and 39,525,691 ordinary shares (indirect), as stated in the form. The reporting parties are Apollo Management Holdings GP, LLC; Apollo Management GP, LLC; and Apollo Management Holdings, L.P., each identified as a director and a 10% owner.

The filing explains the sales were executed between the issuer and College Top Holdings, Inc. under Taboola's share repurchase program and were intended to prevent the reporting persons' ownership from reaching 25% or more. Footnotes reference an Exhibit 99.1 for additional information and signatures are included as Exhibit 99.2.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Apollo sold a modest block of non-voting shares under a repurchase program to manage ownership stake below 25%.

The transaction is a straightforward disposition of 218,310 non-voting shares at $3.28 under the issuer's repurchase arrangement. The filing identifies multiple Apollo entities as reporting persons and shows substantial indirect holdings post-transaction: 31.3 million non-voting shares and 39.5 million ordinary shares. The stated purpose—to keep aggregate ownership under 25%—is a governance-driven action rather than a signal about Taboola's operational performance. Materiality to investors depends on whether these holdings affect voting control or future disposition plans; the form references exhibits for further detail.

TL;DR: The sale appears governance-focused to avoid a 25% ownership threshold under the repurchase program.

The disclosure clarifies that the sales occurred between Taboola and College Top Holdings, Inc., and were intended to prevent the reporting persons from reaching or exceeding 25% ownership. That rationale is relevant for control and Section 16 compliance. The filing does not state any change to board composition or management intent beyond the described share reduction. For full governance implications, Exhibit 99.1 and the exhibits referenced should be reviewed.

Insider Apollo Management Holdings GP, LLC, Apollo Management GP, LLC, Apollo Management Holdings, L.P.
Role 10% Owner | 10% Owner | 10% Owner
Type Security Shares Price Value
Other Non-Voting Ordinary Shares, No Par Value 218,310 $3.28 $716K
holding Ordinary Shares, No Par Value -- -- --
Holdings After Transaction: Non-Voting Ordinary Shares, No Par Value — 31,308,967 shares (Indirect, See Footnote); Ordinary Shares, No Par Value — 39,525,691 shares (Indirect, See Footnote)
Footnotes (1)
  1. The reported sales are between the Issuer and College Top Holdings, Inc., as part of the Issuer's share repurchase program and are intended to keep the Reporting Persons' ownership of Taboola's outstanding shares from reaching 25% or more. See Exhibit 99.1 for more information. See Exhibit 99.1.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Apollo Management Holdings GP, LLC

(Last) (First) (Middle)
9 WEST 57TH STREET, 41ST FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Taboola.com Ltd. [ TBLA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Non-Voting Ordinary Shares, No Par Value 08/25/2025 J(1) 218,310 D $3.28 31,308,967 I See Footnote(2)
Ordinary Shares, No Par Value 39,525,691 I See Footnote(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Apollo Management Holdings GP, LLC

(Last) (First) (Middle)
9 WEST 57TH STREET, 41ST FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Apollo Management GP, LLC

(Last) (First) (Middle)
9 WEST 57TH STREET, 41ST FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Apollo Management Holdings, L.P.

(Last) (First) (Middle)
9 WEST 57TH STREET, 41ST FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The reported sales are between the Issuer and College Top Holdings, Inc., as part of the Issuer's share repurchase program and are intended to keep the Reporting Persons' ownership of Taboola's outstanding shares from reaching 25% or more. See Exhibit 99.1 for more information.
2. See Exhibit 99.1.
see signatures attached as Exhibit 99.2 08/27/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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