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

Rhea-AI Filing Summary

Shachar Erez, a director of Taboola.com Ltd. (TBLA), reported a sale of 27,000 ordinary shares on 08/28/2025 at $3.38 per share. After that sale, the filing shows the Reporting Person directly held 218,827 shares and had interests in several entities that hold additional shares: 20,730,847 shares held by Evergreen V, L.P., 2,330,765 shares held by Evergreen VA, L.P., and 12,211 shares held by Evergreen V GP. The report also discloses 58,068 restricted share units (RSUs) that vest 100% on May 1, 2026, each convertible to one ordinary share upon vesting.

The Reporting Person is identified as a principal and managing partner of Evergreen Venture Partners and repeatedly disclaims beneficial ownership of the shares held by those funds except to the extent of any pecuniary interest. The Form 4 was signed by an attorney-in-fact on 08/29/2025.

Positive

• Timely disclosure of insider transaction and holdings, including RSU vesting details
• Clear mapping of direct and indirect holdings across affiliated entities

Negative

• Insider sale of 27,000 shares at $3.38 may be viewed negatively by some investors, although it appears routine
• Significant concentration of shares in affiliated funds (Evergreen V: 20,730,847; Evergreen VA: 2,330,765) which may limit free float

Insights

Financial Analyst

TL;DR: Routine insider sale with large affiliated fund holdings and unvested RSUs; limited immediate market impact.

The sale of 27,000 shares at $3.38 appears to be a discrete, routine disposition rather than a change in control or material shift in ownership. Material holdings are concentrated in affiliated vehicles: Evergreen V holds 20,730,847 shares and Evergreen VA holds 2,330,765 shares, indicating significant indirect positions that remain unchanged by this transaction. The 58,068 RSUs vesting on May 1, 2026 represent potential future dilution but are typical for executive/partner compensation. Overall, this filing signals disclosure and liquidity actions rather than operational or financial developments for Taboola.

Corporate Governance Expert

TL;DR: Governance disclosure is complete; repeated disclaimers limit direct beneficial ownership claims despite role in the managing firm.

The filing clearly documents the Reporting Person's relationship to multiple investment vehicles and includes standard disclaimers that he disclaims beneficial ownership except for any pecuniary interest. That structure is common for fund principals and is properly disclosed here. The presence of vested and unvested equity (including 58,068 RSUs vesting in 2026) is noted, and the report was executed by an attorney-in-fact, consistent with procedural norms. No governance red flags are evident from this single Form 4.

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^*

Shachar Erez

(Last) (First) (Middle)

C/O EVERGREEN VENTURE PARTNERS

25 HABARZEL ST.

(Street)

TEL-AVIV L3

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/28/2025

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	08/28/2025		S		27,000	D	$3.38	218,827(1)(2)	D
Ordinary Shares								20,730,847	I	see footnote(3)
Ordinary Shares								2,330,765	I	see footnote(4)
Ordinary Shares								12,211	I	see footnote(5)

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. Includes 58,068 Restricted Share Units ("RSUs"). 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.

2. The Reporting Person is a principal and managing partner of Evergreen Venture Partners, Ltd. ("Evergreen Venture Partners"), and is obligated to remit the proceeds of any sale of ordinary shares issued to the Reporting Person upon vesting of RSUs to Evergreen Venture Partners. As such, the Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the 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.

3. The reported shares are held directly by Evergreen V, L.P. ("Evergreen V"). Evergreen 5 GP Ltd. ("Evergreen 5") is the general partner of Evergreen V GP, LP ("Evergreen V GP"), which is the general partner of Evergreen V. Evergreen Venture Partners is the sole shareholder of Evergreen 5. The Reporting Person is a principal and managing partner of Evergreen Venture Partners, and disclaims beneficial ownership of such securities 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.

4. The reported shares are held directly by Evergreen VA, L.P. ("Evergreen VA"). Evergreen 5 is the general partner of Evergreen V GP, which is the general partner of Evergreen VA. Evergreen Venture Partners is the sole shareholder of Evergreen 5. The Reporting Person disclaims beneficial ownership of such securities 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.

5. The reported shares are held directly by Evergreen V GP. Evergreen 5 is the general partner of Evergreen V GP. Evergreen Venture Partners is the sole shareholder of Evergreen 5. The Reporting Person is a principal and managing partner of Evergreen Venture Partners, and disclaims beneficial ownership of such securities 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.

Remarks:

	/s/ John Ferrantino, Attorney-in-fact	08/29/2025
	** 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 transaction did Shachar Erez report on Form 4 for TBLA?

The Form 4 reports a sale of 27,000 ordinary shares on 08/28/2025 at a price of $3.38 per share.

How many shares does the filing show Shachar Erez directly owned after the sale?

The filing shows 218,827 ordinary shares beneficially owned following the reported transaction.

Are there any unvested equity awards disclosed?

Yes. The report includes 58,068 Restricted Share Units (RSUs) that vest 100% on May 1, 2026, each representing one ordinary share upon vesting.

Does Shachar Erez directly own the large share blocks listed for affiliated funds?

The filing states he is a principal and managing partner of Evergreen Venture Partners and disclaims beneficial ownership of shares held by affiliated entities except to the extent of any pecuniary interest.

Who signed the Form 4 on behalf of the reporting person?

The Form 4 was signed by John Ferrantino, Attorney-in-fact on 08/29/2025.