Taboola (TBLA) CFO Reports RSU Tax Withholding, 2.24M Shares Owned

Rhea-AI Filing Summary

Taboola.com Ltd. (TBLA) reported a routine insider equity update for its Chief Financial Officer on a Form 4. On 11/16/2025, 82,155 ordinary shares were withheld at a price of $4.01 per share to cover tax obligations related to the vesting of previously granted Restricted Share Units (RSUs); no shares were sold in the market.

Following this transaction, the CFO beneficially owns 2,236,599 ordinary shares, which include 881,016 ordinary shares and multiple RSU grants. These RSUs include 26,841 units vesting quarterly through 2026, 186,160 units vesting quarterly through 2027, 361,117 units vesting quarterly through 2028, and 781,465 units vesting quarterly through 2029, each RSU convertible into one ordinary share upon vesting and settlement, subject to continued service.

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)
11/16/2025

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	11/16/2025		F		82,155(1)	D	$4.01	2,236,599(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 881,016 ordinary shares.

3. Includes 26,841 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 186,160 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 361,117 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 781,465 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	11/18/2025
	** 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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FAQ

What did Taboola (TBLA) disclose in this Form 4 filing?

The filing reports that Taboola's Chief Financial Officer had 82,155 ordinary shares withheld on 11/16/2025 to satisfy tax withholding obligations arising from the vesting of previously awarded RSUs, with no shares sold in the market.

At what price were the Taboola (TBLA) shares withheld for taxes?

The 82,155 ordinary shares were withheld at a price of $4.01 per share in connection with RSU vesting-related tax obligations.

How many Taboola (TBLA) shares does the CFO beneficially own after this transaction?

After the transaction, the CFO beneficially owns 2,236,599 ordinary shares of Taboola.com Ltd., including both directly held shares and RSUs.

What RSU grants are included in the Taboola (TBLA) CFO’s holdings?

The CFO’s holdings include 26,841 RSUs vesting quarterly through 2026, 186,160 RSUs vesting quarterly through 2027, 361,117 RSUs vesting quarterly through 2028, and 781,465 RSUs vesting quarterly through 2029, each representing one ordinary share upon vesting and settlement.

Did the Taboola (TBLA) CFO sell any shares in this Form 4 transaction?

No. The filing states that these shares were withheld solely to satisfy tax withholding obligations in connection with RSU vesting, and that no shares were sold.

What is the CFO’s role and relationship to Taboola (TBLA)?

The reporting person in this Form 4 is an officer of Taboola.com Ltd., serving as the company’s Chief Financial Officer.