Yelp (NYSE: YELP) Chief Product Officer gains new restricted and performance stock units

Rhea-AI Filing Summary

Yelp Inc.'s Chief Product Officer Craig Saldanha reported new stock-based awards that increase his direct common stock holdings. On February 3, 2026, he received 53,850 restricted stock units that will vest in equal quarterly installments over four years from the grant date.

On the same date, performance criteria were met for a prior award of performance-based restricted stock units originally granted on January 25, 2023. This resulted in 19,693 shares becoming eligible to vest on February 20, 2026, subject to his continued service. Following these transactions, Saldanha directly beneficially owned 264,422 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

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).

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^*

Saldanha Craig

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

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	02/03/2026		A		53,850(1)	A	$0	244,729	D
Common Stock	02/03/2026		A		19,693(2)	A	$0	264,422	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 the grant of restricted stock units that vest in equal quarterly installments over four years from the date of grant.

2. On January 25, 2023, the Reporting Person was granted performance-based restricted stock units covering 25,000 shares of the Issuer's common stock at the target performance level, zero to 200% of which would become eligible to vest based on the achievement of performance goals. On February 3, 2026, the performance criteria were met, resulting in 19,693 shares becoming eligible to vest on February 20, 2026, subject to the Reporting Person's continued service with the Issuer.

Remarks:

	/s/ Elizabeth Prosser, Attorney-in-Fact	02/05/2026
	** 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.

FAQ

What stock awards did Yelp (YELP) Chief Product Officer Craig Saldanha report on February 3, 2026?

Craig Saldanha reported 53,850 new restricted stock units and 19,693 performance-based units becoming eligible to vest. The time-based units vest quarterly over four years, while the performance-based portion vests on February 20, 2026, subject to continued service.

How do Craig Saldanha’s new Yelp (YELP) restricted stock units vest?

The 53,850 newly granted restricted stock units vest in equal quarterly installments over four years from the February 3, 2026 grant. This structure spreads delivery of Yelp common shares over sixteen quarters, aligning compensation with ongoing service at the company.

What triggered the vesting eligibility of Craig Saldanha’s performance-based Yelp (YELP) stock units?

Performance criteria for a January 25, 2023 grant were achieved on February 3, 2026. This caused 19,693 performance-based restricted stock units to become eligible to vest on February 20, 2026, provided Craig Saldanha continues his service with Yelp through that date.

How many Yelp (YELP) shares does Craig Saldanha beneficially own after the reported transactions?

After the February 3, 2026 transactions, Craig Saldanha beneficially owned 264,422 shares of Yelp common stock directly. This figure reflects the impact of the newly granted restricted stock units and the additional performance-based units becoming eligible to vest.

Were Craig Saldanha’s new Yelp (YELP) stock awards granted at a cash cost?

Both reported awards use a transaction price of $0.00 per share, reflecting stock-based compensation rather than a market purchase. The awards consist of restricted stock units and performance-based restricted stock units, contingent on vesting schedules and service conditions.