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

Rhea-AI Filing Summary

Taboola.com Ltd. (TBLA) insider transaction: Stephen C. Walker, the company’s Chief Financial Officer and a director, reported on Form 4 that on 08/16/2025 he had 82,155 ordinary shares withheld to satisfy tax withholding obligations related to the vesting of previously awarded Restricted Share Units (RSUs). No shares were sold in an open-market transaction. After the withholding, Mr. Walker beneficially owns 2,318,754 ordinary shares, which include multiple tranches of unvested RSUs: 53,681 vesting through 2026, 223,392 vesting through 2027, 401,241 vesting through 2028, and 841,578 vesting through 2029, plus 798,862 ordinary shares currently outstanding. The filing was signed by an attorney-in-fact on 08/18/2025.

Insights

Securities Analyst

TL;DR: CFO had 82,155 shares withheld for taxes on RSU vesting; ownership remains substantial with 2.32M shares, transaction routine and non-market.

The Form 4 discloses a non-market disposition: withholding to satisfy tax obligations on vested RSUs. Such withholding is a standard administrative action and does not reflect an active sale or a shift in investment stance. The reported beneficial ownership of 2,318,754 shares includes significant unvested RSU tranches scheduled through 2029, which indicates future potential dilution as RSUs vest. For investors, the action is routine, transparent, and unlikely to be material by itself.

Corporate Governance Expert

TL;DR: Disclosure follows Section 16 reporting requirements; the withholding was administrative and properly reported.

The filing correctly details the tax-withholding disposition and itemizes the composition of beneficial ownership, including RSU vesting schedules. Timely reporting and the inclusion of vesting schedules improve governance transparency. There is no indication of unusual compensation practices or related-party transactions in this Form 4. The filing appears compliant with disclosure norms for insider equity awards.

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

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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^*

Walker Stephen C

(Last) (First) (Middle)

16 MADISON SQ W 7TH FL

(Street)

NEW YORK NY 10010

(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		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/16/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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
Ordinary Shares	08/16/2025		F		82,155(1)	D	$3.32	2,318,754(2)(3)(4)(5)(6)	D

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

Explanation of Responses:

1. These shares were withheld to satisfy tax withholding obligations in connection with the vesting of previously awarded Restricted Share Units ("RSUs"). No shares were sold.

2. Includes 798,862 ordinary shares.

3. Includes 53,681 RSUs which shall vest in equal quarterly installments through 2026, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Each RSU represents the right to receive one ordinary share upon vesting and settlement.

4. Includes 223,392 RSUs which shall vest in equal quarterly installments through 2027, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Each RSU represents the right to receive one ordinary share upon vesting and settlement.

5. Includes 401,241 RSUs which shall vest in equal quarterly installments through 2028, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Each RSU represents the right to receive one ordinary share upon vesting and settlement.

6. Includes 841,578 RSUs which shall vest in equal quarterly installments through 2029, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Each RSU represents the right to receive one ordinary share upon vesting and settlement.

Remarks:

	/s/ John Ferrantino, Attorney-in-fact	08/18/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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