Yelp (YELP) COO sells 13,500 shares in pre-planned stock trades

Rhea-AI Filing Summary

Yelp Inc. Chief Operating Officer Joseph R. Nachman reported selling 13,500 shares of common stock in open-market transactions at $25.00 per share. The sales occurred on June 30, 2026 (9,000 shares) and July 1, 2026 (4,500 shares).

The transactions were executed pursuant to a duly adopted Rule 10b5-1 trading plan that he adopted on February 19, 2026, indicating they were pre-scheduled. After these sales, he continues to hold 265,826 shares of Yelp common stock directly, which includes 873 shares purchased through the company’s 2012 Employee Stock Purchase Plan on May 29, 2026.

Insider Trade Summary 10b5-1

Net Seller: 13,500 shares ($337,500)

Net Sell 2 txns

Insider Nachman Joseph R

Role Chief Operating Officer

Sold 13,500 shs ($338K)

Type	Security	Shares	Price	Value
Sale	Common Stock	4,500	$25.00	$113K
Sale	Common Stock	9,000	$25.00	$225K

Holdings After Transaction: Common Stock — 265,826 shares (Direct, null)

Footnotes (1)

1. Shares were sold pursuant to a duly adopted 10b5-1 trading plan, adopted by the reporting person on February 19, 2026. Includes 873 shares purchased under the Issuer's 2012 Employee Stock Purchase Plan ("ESPP") on May 29, 2026.

Key Figures

Total shares sold: 13,500 shares Sale price: $25.00 per share Shares after transactions: 265,826 shares +1 more

4 metrics

Total shares sold 13,500 shares Open-market sales on June 30 and July 1, 2026

Sale price $25.00 per share Price for both reported transactions

Shares after transactions 265,826 shares Direct holdings following reported sales

ESPP shares included 873 shares Purchased under 2012 ESPP on May 29, 2026

Key Terms

Rule 10b5-1 trading plan, Employee Stock Purchase Plan, open-market sale

3 terms

Rule 10b5-1 trading plan regulatory

"Shares were sold pursuant to a duly adopted 10b5-1 trading plan, adopted by the reporting person on February 19, 2026."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

Employee Stock Purchase Plan financial

"Includes 873 shares purchased under the Issuer's 2012 Employee Stock Purchase Plan ("ESPP") on May 29, 2026."

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/02/2026 - 05:02 PM Accepted by SEC EDGAR 07/02/2026 - 05:01 PM Learn about SEC filing dates

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).

X

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^*

Nachman Joseph R

(Last) (First) (Middle)

C/O YELP INC.

350 MISSION STREET, 10TH FLOOR

(Street)

SAN FRANCISCO CALIFORNIA 94105

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	06/30/2026		S		9,000(1)	D	$25	270,326(2)	D
Common Stock	07/01/2026		S		4,500(1)	D	$25	265,826	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. Shares were sold pursuant to a duly adopted 10b5-1 trading plan, adopted by the reporting person on February 19, 2026.

2. Includes 873 shares purchased under the Issuer's 2012 Employee Stock Purchase Plan ("ESPP") on May 29, 2026.

Remarks:

	/s/ Elizabeth Prosser, Attorney-in-Fact	07/02/2026
	** 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).
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Yelp (YELP) report for its COO?

Yelp reported that Chief Operating Officer Joseph R. Nachman sold 13,500 shares of common stock at $25.00 per share. The sales were split between June 30 and July 1, 2026, and were executed as open-market transactions.

Were Joseph Nachman’s Yelp (YELP) share sales pre-planned under a 10b5-1 plan?

Yes. The filing states the shares were sold under a duly adopted Rule 10b5-1 trading plan. Nachman adopted this plan on February 19, 2026, meaning the trade timing was pre-scheduled rather than decided at the moment of sale.

How many Yelp (YELP) shares does the COO hold after these sales?

Following the reported transactions, Chief Operating Officer Joseph R. Nachman directly holds 265,826 shares of Yelp common stock. This post-transaction figure includes shares acquired through regular ownership and participation in the company’s employee stock purchase program.

At what price did the Yelp (YELP) COO sell his shares?

The reported sales by Yelp’s Chief Operating Officer were executed at $25.00 per share. Both the 9,000-share sale on June 30, 2026, and the 4,500-share sale on July 1, 2026, carried this same per-share transaction price.

How many Yelp (YELP) shares did the COO sell in total?

Across the two reported transactions, Joseph R. Nachman sold a total of 13,500 Yelp common shares. This consisted of 9,000 shares sold on June 30, 2026, and an additional 4,500 shares sold on July 1, 2026, both as open-market sales.

What role did the Employee Stock Purchase Plan play in the COO’s Yelp (YELP) holdings?

The filing notes that Nachman’s post-transaction holdings include 873 shares acquired through Yelp’s 2012 Employee Stock Purchase Plan. These ESPP shares were purchased on May 29, 2026, and form part of his total 265,826-share direct ownership.