Taboola.com (TBLA) CPO reports RSU tax-withholding of 40,879 shares

Rhea-AI Filing Summary

Taboola.com Ltd. Chief People Officer Kristy Sundjaja reported a Form 4 showing a tax-related share disposition. On the transaction date, 40,879 ordinary shares at a value of $3.36 per share were withheld to cover tax obligations tied to vesting restricted share units, and no shares were sold on the market.

After this withholding, Sundjaja directly owned 1,001,010 ordinary shares, which includes 464,674 ordinary shares and several blocks of RSUs that vest in equal quarterly installments through 2027, 2028 and 2029, each RSU convertible into one ordinary share upon vesting and settlement.

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^*

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)
02/16/2026

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	02/16/2026		F		40,879(1)	D	$3.36	1,001,010(2)(3)(4)(5)	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 464,674 ordinary shares.

3. Includes 82,738 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.

4. Includes 144,447 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.

5. Includes 309,151 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	02/19/2026
	** 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).
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FAQ

What did Taboola.com (TBLA) disclose in this Form 4 for Kristy Sundjaja?

Taboola.com reported that Chief People Officer Kristy Sundjaja had 40,879 ordinary shares withheld to satisfy tax obligations from vesting RSUs. No shares were sold on the open market, and this is an administrative tax-withholding transaction rather than a discretionary trade.

How many Taboola.com (TBLA) shares did Kristy Sundjaja dispose of for taxes?

Kristy Sundjaja had 40,879 ordinary shares withheld at $3.36 per share to cover tax obligations on vesting RSUs. The filing specifies this as a tax-withholding disposition, clarifying that it was not an open-market sale of Taboola.com shares.

How many Taboola.com (TBLA) shares does Kristy Sundjaja own after this transaction?

After the tax-withholding disposition, Kristy Sundjaja directly owns 1,001,010 ordinary shares of Taboola.com. This total includes existing ordinary shares and multiple RSU grants scheduled to vest in equal quarterly installments through 2027, 2028 and 2029, subject to continued service.

Were any Taboola.com (TBLA) shares sold on the market in this Form 4 transaction?

No market sale occurred in this transaction. The Form 4 explains that 40,879 shares were withheld solely to satisfy tax withholding obligations related to vesting RSUs. It explicitly states that no shares were sold, indicating an administrative adjustment rather than a trading decision.

What RSU awards does Kristy Sundjaja hold at Taboola.com (TBLA)?

Kristy Sundjaja holds several RSU grants, including blocks of 82,738, 144,447 and 309,151 RSUs. These RSUs vest in equal quarterly installments through 2027, 2028 and 2029, with each RSU representing the right to receive one ordinary share upon vesting and settlement.

What does transaction code F mean in Kristy Sundjaja’s Taboola.com (TBLA) Form 4?

Transaction code F indicates a tax-withholding disposition. In this case, shares were withheld to pay tax liabilities arising from RSU vesting. The filing clarifies that this code reflects payment of tax obligations by delivering securities, rather than a voluntary buy or sell order.