[144] YELP INC. SEC Filing

Rhea-AI Filing Summary

Form 144 notice for YELP, Inc. An individual intends to sell 1,000 shares of common stock on 08/25/2025 through Morgan Stanley Smith Barney; the filing reports an aggregate market value of $32,330 for that block and 63,060,655 shares outstanding. The shares were acquired as restricted stock from the issuer on 02/20/2023 and payment was recorded on that date. The filer reported two recent sales: 1,000 shares on 07/23/2025 for $35,230 and 1,000 shares on 06/23/2025 for $34,340. The notice includes the standard Rule 144 representation that the seller is unaware of undisclosed material adverse information.

Positive

• Disclosure complies with Rule 144 by listing acquisition type, dates, broker, and amounts
• Securities were acquired as restricted stock from the issuer, and acquisition/payment dates are provided
• Recent sales and proposed sale are fully reported, showing transparency about insider transactions

Negative

• Insider has recently sold shares (1,000 on 06/23/2025 and 1,000 on 07/23/2025) and proposes another 1,000-share sale, which may be viewed negatively by some investors

Insights

Securities Analyst

TL;DR: Routine Rule 144 insider sale filing showing small, disclosed disposals of restricted shares.

The filing documents a proposed sale of 1,000 common shares via Morgan Stanley and two recent sales of 1,000 shares each in June and July 2025. The shares were originally granted as restricted stock on 02/20/2023 by the issuer, indicating the transactions are insider-originated and follow Rule 144 procedures. The dollar amounts reported are modest—each sale in the low five-figure range—relative to the reported 63 million shares outstanding, suggesting limited market impact. The filing includes the standard attestation regarding lack of undisclosed material information, consistent with compliance expectations for obligated insiders.

Corporate Governance Expert

TL;DR: Disclosure aligns with compliance norms; sequence of sales should be monitored but appears routine.

The notice shows the seller acquired 1,000 shares as restricted stock from the issuer and is now executing sales through a broker-dealer. Reporting recent June and July disposals followed by a proposed August sale demonstrates ongoing monetization of previously restricted equity. From a governance perspective, the form satisfies Rule 144 disclosure requirements by identifying acquisition method, dates, and broker. There is no information here about any trading plan (10b5-1) or any claim of material non-public information beyond the standard signature attestations.

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	1000	32330.00	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	02/20/2023	Restricted Stock	ISSUER			1000	02/20/2023	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
CRAIG SALDANHA 350 Mission Street, 10th Floor San Francisco CA 94105	Common	07/23/2025	1000	35230.00
CRAIG SALDANHA 350 Mission Street, 10th Floor San Francisco CA 94105	Common	06/23/2025	1000	34340.00

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 insider sale did YELP (YELP) disclose in this Form 144?

The filer proposes to sell 1,000 common shares on 08/25/2025 through Morgan Stanley Smith Barney; prior sales of 1,000 shares occurred on 07/23/2025 and 06/23/2025.

How were the shares being sold by the YELP filer acquired?

The shares were acquired as restricted stock from the issuer on 02/20/2023, with payment recorded the same day.

What is the aggregate market value and shares outstanding reported in the filing?

The proposed 1,000-share block has an aggregate market value of $32,330, and the filing lists 63,060,655 shares outstanding.

Through which broker will the proposed YELP sale be executed?

The filing lists Morgan Stanley Smith Barney LLC as the broker handling the sale.

Does the Form 144 state whether the filer knows any undisclosed material information?

Yes; by signing, the filer represents they do not know any material adverse information about the issuer that has not been publicly disclosed.