Yelp (YELP) CEO Stoppelman has shares withheld to cover RSU taxes

Rhea-AI Filing Summary

Yelp Inc.'s Chief Executive Officer Jeremy Stoppelman reported a routine tax-related share disposition. On this Form 4, 7,560 shares of common stock were withheld at $23.83 per share to cover tax obligations arising from the vesting of previously granted restricted stock units. This was not an open-market sale, but an automatic withholding by the company. After this transaction, Stoppelman directly holds 959,414 shares of Yelp common stock.

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

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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^*

Stoppelman Jeremy

(Last) (First) (Middle)

C/O YELP INC.

350 MISSION STREET, 10TH FLOOR

(Street)

SAN FRANCISCO CA 94105

(City) (State) (Zip)

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

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

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	03/15/2026		F		7,560(1)	D	$23.83	959,414	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 shares withheld to satisfy tax withholding obligations in connection with the vesting of certain RSUs that were previously reported in Table I.

Remarks:

	/s/ Elizabeth Prosser, Attorney-in-Fact	03/17/2026
	** 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).
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FAQ

What insider transaction did Yelp (YELP) CEO Jeremy Stoppelman report?

Jeremy Stoppelman reported a tax-related share disposition, where 7,560 Yelp common shares were withheld. The shares covered tax obligations from vesting restricted stock units, rather than an open-market sale, and were processed at $23.83 per share.

Was Jeremy Stoppelman’s March 2026 Yelp (YELP) transaction a stock sale?

The transaction was not an open-market stock sale. It was a tax-withholding disposition, where 7,560 shares were automatically withheld to satisfy tax obligations tied to vesting RSUs previously reported as equity awards.

How many Yelp (YELP) shares does CEO Jeremy Stoppelman hold after this Form 4?

After the March 2026 tax-withholding transaction, Jeremy Stoppelman directly holds 959,414 shares of Yelp common stock. This remaining stake reflects his position following the 7,560-share withholding related to vested restricted stock units.

What does the Form 4 tax-withholding entry mean for Yelp (YELP) investors?

The Form 4 shows a routine tax-withholding disposition. Shares were withheld to pay taxes on vesting RSUs, a common administrative event in equity compensation, and not an elective open-market sale by Yelp’s CEO.

What was the price used for Jeremy Stoppelman’s withheld Yelp (YELP) shares?

The 7,560 shares withheld for tax obligations were valued at $23.83 per share. This figure reflects the price used to calculate the value of shares applied toward Jeremy Stoppelman’s tax liability on vested restricted stock units.