[Form 4] Tiptree Inc. Insider Trading Activity

Rhea-AI Filing Summary

Taboola.com Ltd. (TBLA) – Form 144 Filing Overview

Director Lynda Clarizio has filed a Form 144 indicating her intent to sell up to 14,803 common shares of Taboola.com Ltd. through Morgan Stanley Smith Barney on or about 07 July 2025. At the most recent market price disclosed in the filing, the transaction is valued at $54,327.01. The proposed sale represents approximately 0.0046 % of the company’s 321,404,866 shares outstanding.

The filing also lists prior open-market sales by Clarizio during the past three months:

• 06/30/2025 – 14,802 shares for $54,323.34
• 06/23/2025 – 19,370 shares for $69,927.64
• 06/18/2025 – 15,000 shares for $54,765.00
• 06/11/2025 – 10,000 shares for $36,012.00
• 06/10/2025 – 7,000 shares for $24,817.10

Including the proposed sale, Clarizio has either sold or signalled the intent to sell 80,975 shares since 10 June 2025, generating or targeting proceeds of roughly $239,172. All shares being sold were originally acquired on 30 June 2023 as restricted stock.

No additional financial metrics, earnings information, or corporate developments are disclosed in this filing. The filer certifies that she is unaware of any undisclosed material adverse information regarding Taboola.

Investor takeaway: While insider selling can raise caution, the volume is immaterial relative to Taboola’s total float. The filing does not, by itself, signal any change in the company’s fundamentals.

Positive

• None.

Negative

• Continued insider selling: Director Lynda Clarizio has sold or intends to sell 80,975 shares within three months, which may create mild negative sentiment despite being immaterial to float.

Insights

Equity Insider-Trading Analyst

TL;DR: Small, routine insider sale; limited impact on TBLA valuation.

The proposed 14.8k-share disposition plus 66k shares already sold equals <0.03 % of Taboola’s float—too small to affect liquidity or control. Proceeds (~$54k) indicate a personal portfolio move rather than strategic divestiture. Because the shares stem from prior restricted-stock grants vested two years ago, tax-planning or diversification is plausible, but motive is not stated. No concurrent negative disclosures accompany the notice. Historically, Form 144 activity of this magnitude has negligible price impact unless part of a wider selling trend by multiple insiders, which is not shown here.

Portfolio Risk Manager

TL;DR: Insider selling trend worth monitoring but currently immaterial.

Five completed sales in June plus today’s notice reveal a cadence of weekly disposals by Director Clarizio. Although cumulative volume remains tiny versus 321 M outstanding, repeated transactions can influence sentiment if other insiders follow. Absent adverse operational data, I classify the event as low-impact; however, a cluster of insider sells could become a soft bearish signal. For now, the sale neither alters float dynamics nor suggests liquidity stress for TBLA.

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
Estimated average burden
hours per response:			0.5

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^*

Goldwasser Lesley

(Last) (First) (Middle)

C/O TIPTREE INC.

660 STEAMBOAT ROAD, FL. 2

(Street)

GREENWICH CT 06830

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TIPTREE INC. [ TIPT ]

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)
07/03/2025

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
Common Stock	07/03/2025		A		1,595(1)	A	$0	110,555	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. Represents the stock component of the director's annual retainer fee, which is paid quarterly in arrears.

Remarks:

	/s/ Neil C. Rifkind as Attorney-in-Fact for Lesley Goldwasser	07/07/2025
	** 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

Why did Taboola (TBLA) file a Form 144 on 07/07/2025?

Director Lynda Clarizio filed notice of intent to sell 14,803 common shares valued at about $54,327 on or after that date.

How many Taboola shares has Lynda Clarizio recently sold?

The filing lists 66,172 shares sold between 10 June and 30 June 2025, plus an additional 14,803 shares planned, totaling 80,975 shares.

What percentage of Taboola’s outstanding shares does the proposed sale represent?

Approximately 0.0046 % of the company’s 321,404,866 outstanding shares.

Who is executing the sale of TBLA shares?

Morgan Stanley Smith Barney LLC’s Executive Financial Services desk at 1 New York Plaza will broker the transaction.

Were the shares being sold recently acquired?

No. All shares were acquired as restricted stock on 30 June 2023.

Is the Form 144 filing linked to any undisclosed negative news?

The filer attests that she is unaware of any non-public material adverse information about Taboola.