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

Rhea-AI Filing Summary

Kristy Sundjaja, Chief People Officer of Taboola.com Ltd. (TBLA), reported two transfers of ordinary shares as bona fide charitable gifts: 2,700 shares on 08/11/2025 and 2,800 shares on 08/12/2025. The filing explicitly states no shares were sold. Following the 08/11 transfer her beneficial ownership was reported as 1,129,448 shares and after the 08/12 transfer it was 1,126,648 shares. The disclosure also itemizes holdings that form that total: 345,040 ordinary shares and 781,608 RSUs that vest in equal quarterly installments through 2026 (51,764), 2027 (144,791), 2028 (198,615) and 2029 (386,438); each RSU converts to one ordinary share on vesting.

Positive

• Transfers documented as charitable gifts, not sales, clarifying intent and avoiding market liquidity signals.
• Significant continuing ownership: beneficial ownership reported at 1,126,648 shares after the gifts.
• Extensive RSU holdings (totaling 781,608) with clear quarterly vesting through 2029, supporting long-term alignment.

Negative

• Beneficial ownership reduced by 5,500 shares (2,700 on 08/11/2025 and 2,800 on 08/12/2025).
• Majority of certain holdings are unvested RSUs, so those shares are contingent on future service and vesting conditions.

Insights

Corporate Governance Expert

TL;DR: Two small charitable gifts (5,500 shares total) were reported; no sale occurred and substantial vested/unvested holdings remain.

The Form 4 shows the reporting person made two transfers identified as bona fide charitable gifts, totaling 5,500 ordinary shares, which reduced her reported beneficial ownership to 1,126,648 shares. Because the transfers are documented as gifts rather than sales, there are no proceeds or price disclosures. From a governance standpoint this is a routine insider disclosure that signals personal philanthropy rather than a liquidity event. The filing also clarifies the composition of holdings, including sizable RSU grants vesting through 2029, which preserves alignment with shareholders.

Compensation & People Specialist

TL;DR: Large RSU package remains mostly unvested and vests quarterly through 2029, indicating continued retention incentives.

The report details 781,608 RSUs with staged vesting: 51,764 through 2026, 144,791 through 2027, 198,615 through 2028 and 386,438 through 2029. Each RSU converts into one ordinary share on vesting. Those multi-year, quarterly vesting schedules are standard retention mechanisms for senior executives and imply that a majority of the reported economic exposure is tied to future service and company performance rather than immediately liquid shares. The two small charitable gifts do not materially change the structure of compensation-based ownership.

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
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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^*

Sundjaja Kristy

(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 People Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2025

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	08/11/2025		G		2,700(1)	D	$0	1,129,448	D
Ordinary Shares	08/12/2025		G		2,800(1)	D	$0	1,126,648(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. The reported shares were transferred as a bona fide charitable gift. No shares were sold.

2. Includes 345,040 ordinary shares.

3. Includes 51,764 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 144,791 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 198,615 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 386,438 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	08/13/2025
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Taboola (TBLA) insider Kristy Sundjaja report on the Form 4?

She reported two transfers as bona fide charitable gifts: 2,700 shares on 08/11/2025 and 2,800 shares on 08/12/2025; no shares were sold.

How many TBLA shares does Kristy Sundjaja beneficially own after these transactions?

Her beneficial ownership is reported as 1,129,448 shares after the 08/11 gift and 1,126,648 shares after the 08/12 gift.

Does the Form 4 indicate whether the transfers were sales or gifts?

The filing explicitly states the reported shares were transferred as a bona fide charitable gift and that no shares were sold.

What portion of Sundjaja’s holdings are RSUs and when do they vest?

The disclosure lists 781,608 RSUs vesting in equal quarterly installments: 51,764 through 2026, 144,791 through 2027, 198,615 through 2028 and 386,438 through 2029; each RSU converts to one ordinary share on vesting.

Was any price or proceeds reported for the transactions?

No price or sale proceeds were reported; the transactions are coded as gifts and the filing states $0 in the price field.