[144] YELP INC. SEC Filing

Rhea-AI Filing Summary

YELP, Inc. notice filed on Form 144 shows a proposed sale of 20,325 common shares through Morgan Stanley Smith Barney on the NYSE with an aggregate market value of $649,419.54 and an approximate sale date of 09/05/2025. The filing records the acquisition history for the securities: restricted stock, performance shares, and a stock option exercise, with specific lots acquired on 05/20/2024, 08/20/2024 and an option exercise dated 09/05/2025.

The filer also disclosed insider sales during the past three months: 7,000 shares on 08/06/2025 for $236,148.51, 7,000 shares on 07/07/2025 for $245,795.90, and 20,325 shares on 06/06/2025 for $751,252.68. The form includes the standard attestation that the seller is not aware of undisclosed material adverse information.

Insights

Securities Analyst

TL;DR: Insider intends to sell 20,325 YELP shares; recent three-month insider sales totaled 34,325 shares.

The Form 144 shows a planned brokered sale of 20,325 common shares valued at $649,419.54 with a targeted execution on 09/05/2025. Acquisition details include restricted stock and performance share grants from 2024 and a stock option exercise dated 09/05/2025. The filing also reports three prior insider sales in the past three months totaling 34,325 shares for gross proceeds of $1,233,197.09. As a disclosure filing under Rule 144, this documents transferability compliance and provides transparency about insider liquidity; the filing itself does not disclose company operational or financial changes.

Corporate Governance Expert

TL;DR: The filing documents routine insider liquidity actions and includes the required attestation regarding material non-public information.

Details show multiple grant types (restricted stock, performance shares) and a stock option exercise as sources of the securities to be sold. The filer affirms absence of undisclosed material adverse information. This form serves governance and compliance purposes by notifying the market of planned insider sales and the dates/quantity involved; it does not indicate any governance changes or regulatory actions.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	20325	649419.54	63060655	09/05/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	08/20/2024	Restricted Stock	ISSUER			583	08/20/2024	Not Applicable
Common	09/05/2025	Stock Option Exercise	ISSUER			13325	09/05/2025	Cash
Common	08/20/2024	Performance Shares	ISSUER			4723	08/20/2024	Not Applicable
Common	05/20/2024	Restricted Stock	ISSUER			1694	05/20/2024	Not Applicable

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
JOSEPH NACHMAN 350 Mission Street, 10th Floor San Francisco CA 94105	Common	08/06/2025	7000	236148.51
JOSEPH NACHMAN 350 Mission Street, 10th Floor San Francisco CA 94105	Common	07/07/2025	7000	245795.90
JOSEPH NACHMAN 350 Mission Street, 10th Floor San Francisco CA 94105	Common	06/06/2025	20325	751252.68

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the Form 144 for YELP (YELP) disclose?

The filing discloses a proposed sale of 20,325 common shares through Morgan Stanley Smith Barney with an aggregate market value of $649,419.54 and prior insider sales of 34,325 shares in the last three months.

When is the proposed sale of YELP shares scheduled?

The approximate date of sale listed in the filing is 09/05/2025.

What were the proceeds from recent insider sales disclosed on the form?

The three reported sales produced gross proceeds of $236,148.51, $245,795.90, and $751,252.68, totaling $1,233,197.09.

What types of awards produced the securities to be sold?

The acquisition table lists restricted stock, performance shares, and a stock option exercise as the sources of the securities.

Which broker is handling the proposed sale?

The broker named in the filing is Morgan Stanley Smith Barney LLC, with an address at 1 New York Plaza, 8th Floor, New York, NY 10004.