[144] YELP INC. SEC Filing

Rhea-AI Filing Summary

Yelp Inc. (YELP) submitted a Form 144 notifying a proposed sale of securities under Rule 144. The filing identifies a planned sale of 1,500 common shares through Morgan Stanley Smith Barney on 08/25/2025, with an aggregate market value of $48,495. The filing shows 63,060,655 shares outstanding, indicating the planned sale represents a very small fraction of total shares.

The securities to be sold were recently acquired from the issuer on 08/20/2025 as 1,040 restricted shares and 460 performance shares. The filing also discloses a prior sale by Carmen Amara of 6,886 shares on 05/27/2025 for $262,975.61. No additional context or dates for the notice signature are provided in the content.

Insights

Securities Analyst

TL;DR: Small planned insider sale after recent grant; likely immaterial to valuation.

The filer plans to sell 1,500 shares valued at $48,495, which is negligible versus 63.06 million shares outstanding. The shares were acquired from the issuer as restricted stock and performance shares on 08/20/2025, suggesting these are recently vested or eligible holdings being registered for resale under Rule 144. The disclosed prior sale of 6,886 shares by Carmen Amara on 05/27/2025 for $262,975.61 shows recent insider liquidity but not a material divestiture. Based solely on the filing, there is no evidence of a larger, coordinated disposition or material change to company fundamentals.

Corporate Governance Expert

TL;DR: Routine Rule 144 filing documenting resale of recently issued equity; governance implications are limited.

The notice documents compliance with resale rules following an equity grant comprised of restricted and performance shares. The representation that the seller is unaware of undisclosed material adverse information is standard. The filing lacks details on vesting schedules, plan adoption dates, or any 10b5-1 plan reference, so there is no indication of prearranged trading instructions. From a governance perspective, this appears to be a routine disclosure of insider sales rather than a signal of governance concerns.

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	1500	48495.00	63060655	08/25/2025	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	08/20/2025	Restricted Stock	ISSUER			1040	08/20/2025	Not Applicable
Common	08/20/2025	Performance Shares	ISSUER			460	08/20/2025	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
CARMEN AMARA 350 Mission Street, 10th Floor San Francisco CA 94105	Common	05/27/2025	6886	262975.61

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 Yelp's Form 144 filed for YELP disclose?

The Form 144 discloses a proposed sale of 1,500 common shares via Morgan Stanley Smith Barney on 08/25/2025, with an aggregate market value of $48,495.

Who previously sold shares according to the filing?

The filing shows Carmen Amara sold 6,886 shares on 05/27/2025 for $262,975.61.

How were the securities being sold acquired?

The securities were acquired from the issuer on 08/20/2025 as 1,040 restricted stock and 460 performance shares.

What portion of outstanding shares is the planned sale?

The planned sale of 1,500 shares compares to 63,060,655 shares outstanding, representing a very small fraction of the share count.

Does the filing indicate a 10b5-1 trading plan or material undisclosed information?

The content does not provide a 10b5-1 plan adoption date or indicate any undisclosed material information; the seller makes the standard representation of no known material adverse information.