TBLA Form 4: Richard Scanlon Receives 58,068 RSUs and Reports Entity Holdings
Rhea-AI Filing Summary
Richard T. Scanlon, a director of Taboola.com Ltd. (TBLA), was granted 58,068 restricted share units (RSUs) on 08/08/2025 as reported on a Form 4. The RSUs were granted in connection with his board service, have a grant price of $0 and each RSU represents the right to receive one ordinary share upon vesting.
The RSUs vest 100% on May 1, 2026 subject to continuous service. Following the reported transaction the filing lists 245,827 ordinary shares beneficially owned directly and additional indirect holdings held by affiliated entities of 510,512, 1,254,300, 70,642, 367,886, and 1,034,552 shares (the latter held by an LLC of which the reporting person is sole member). Footnotes disclaim direct beneficial ownership for certain entity-held shares except to the extent of any pecuniary interest.
Positive
- 58,068 RSUs granted to the director for board service, indicating aligned compensation tied to continued service
- RSUs vest 100% on May 1, 2026, with each RSU convertible into one ordinary share upon vesting and settlement
- Detailed disclosure of indirect holdings across multiple affiliated entities (510,512; 1,254,300; 70,642; 367,886; 1,034,552), increasing transparency
Negative
- None.
Insights
TL;DR: Routine director equity grant of 58,068 RSUs and substantial indirect holdings across multiple affiliated entities; largely an ownership disclosure.
The Form 4 documents a compensation-related grant rather than an open-market purchase or sale. The grant is priced at $0 and vests fully on May 1, 2026, indicating a retention-oriented award tied to continued board service. The reporting person also has material indirect positions across five entities, with counts explicitly disclosed in the filing. This is primarily a governance and ownership update rather than a liquidity or voting-control change disclosed by the filing itself.
TL;DR: Disclosure clarifies director compensation and the reporting person’s indirect ownership through investment vehicles and an LLC.
The filing clearly attributes holdings to specific entities and includes standard disclaimers that the reporting person disclaims beneficial ownership of entity-held shares except for any pecuniary interest. The full vesting condition (100% on May 1, 2026) and the one-for-one share conversion of RSUs are explicitly stated. From a governance perspective, this provides transparency on potential related-party holdings and aligns director compensation with service tenure.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Ordinary Shares | 58,068 | $0.00 | -- |
| holding | Ordinary Shares | -- | -- | -- |
| holding | Ordinary Shares | -- | -- | -- |
| holding | Ordinary Shares | -- | -- | -- |
| holding | Ordinary Shares | -- | -- | -- |
| holding | Ordinary Shares | -- | -- | -- |
Footnotes (1)
- Restricted Share Units ("RSUs") granted to the Reporting Person in connection with their service on the Issuer's Board of Directors. 100% of the RSUs shall vest on May 1, 2026, subject to the Reporting Person's continuous service through the vesting date. Each RSU represents the right to receive one ordinary share upon vesting and settlement. The ordinary shares are held directly by Marker Follow-On Fund, LP ("Marker Follow-On"). Marker Follow-On Fund GP, Ltd. ("Marker Follow-On GP") is the general partner of Marker Follow-On. The Reporting Person is a director of Marker Follow-On GP and, in such capacity, has shared voting and dispositive power with respect to the shares held by Marker Follow-On. The Reporting Person disclaims beneficial ownership of such shares for purposes of Securities Exchange Act of 1934 ("Section 16"), except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose. The ordinary shares are held directly by Marker II LP Taboola Series E LP ("Marker II TSE"). Marker II GP, Ltd. ("Marker II GP") is the general partner of Marker II TSE. The Reporting Person is a director of Marker II GP and, in such capacity, has shared voting and dispositive power with respect to the shares held by Marker II TSE. The Reporting Person disclaims beneficial ownership of such shares for purposes of Section 16, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose. The ordinary shares are held directly by Marker Lantern 1 Ltd. ("Marker 1"). Marker Lantern Management Ltd. ("Marker Management") is the manager of Marker 1. The Reporting Person is a director of Marker Management and, in such capacity, has shared voting and dispositive power with respect to the shares held by Marker 1. The Reporting Person disclaims beneficial ownership of such shares for purposes of Section 16 of the Section 16, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose. The ordinary shares are held directly by Marker Lantern II Ltd. ("Marker II"). Marker Lantern II Manager Ltd. ("Marker II Manager") is the manager of Marker II. The Reporting Person is a director of Marker II Manager and, in such capacity, has shared voting and dispositive power with respect to the shares held by Marker II. The Reporting Person disclaims beneficial ownership of such shares for purposes of Section 16, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose. Reporting Person is the sole member of this LLC.
