YELP insider sale: 1,500 shares sold under 10b5-1 plan

Rhea-AI Filing Summary

Amara Carmen, Chief People Officer at Yelp Inc. (YELP), reported a sale of 1,500 shares of Yelp common stock on 08/25/2025 at a price of $32.33 per share. After the sale, the reporting person beneficially owned 85,566 shares. The filing states the shares were sold pursuant to a 10b5-1 trading plan adopted on November 13, 2024. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person.

Positive

• Sale executed under a documented 10b5-1 trading plan, indicating pre-planned compliance with insider trading rules
• Form 4 filed with required details including transaction date, price, and post-transaction beneficial ownership

Negative

• Reduction in insider holdings by 1,500 shares, lowering beneficial ownership to 85,566 shares

Insights

Corporate Governance Expert

TL;DR: Routine, pre-planned insider sale under a 10b5-1 plan; no new material disclosure about company operations.

The filing documents a single, non-derivative sale of 1,500 shares by the Chief People Officer executed under a previously adopted 10b5-1 plan. Such plans are commonly used to avoid insider trading issues by establishing pre-set sale terms. The transaction reduced beneficial holdings to 85,566 shares but does not reveal new operational or financial information about Yelp. From a governance perspective, timely disclosure and the stated use of a 10b5-1 plan reflect compliance with reporting obligations.

Securities Compliance Analyst

TL;DR: Disclosure is compliant and straightforward; transaction appears procedurally routine.

The Form 4 identifies the reporting person, relationship to the issuer (Chief People Officer), the transaction date (08/25/2025), transaction code (S for sale), number of shares sold (1,500), sale price ($32.33), and post-transaction beneficial ownership (85,566 shares). It also includes an explicit explanation that the sale was pursuant to a 10b5-1 plan adopted on 11/13/2024 and bears an attorney-in-fact signature. There are no amendments or additional complicating factors in the filing.

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^*

Amara Carmen

(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 People Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

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	08/25/2025		S		1,500(1)	D	$32.33	85,566	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 November 13, 2024.

Remarks:

	/s/ Vanessa J. Oh, Attorney-in-Fact	08/25/2025
	** 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 did Amara Carmen sell and when (YELP)?

The filing reports a sale of 1,500 shares of Yelp common stock on 08/25/2025 at $32.33 per share.

Was the sale part of a 10b5-1 trading plan?

Yes. The Form 4 states the shares were sold pursuant to a 10b5-1 trading plan adopted on 11/13/2024.

How many Yelp shares does the reporting person own after the transaction?

After the sale the reporting person beneficially owned 85,566 shares.

Who signed the Form 4 and when?

The Form 4 was signed by Vanessa J. Oh, Attorney-in-Fact on 08/25/2025.

What transaction code is used and what does it indicate?

The transaction code reported is S, which indicates a sale of shares.