Yelp (YELP) CFO discloses 13,500-share sale under 10b5-1 plan in SEC Form 4

Rhea-AI Filing Summary

Yelp Inc.'s chief financial officer reported selling 13,500 shares of common stock on December 16, 2025. The sale was executed pursuant to a contract, instruction or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), which the reporting person adopted on August 14, 2025. The shares were sold at a weighted average price of $30.409, in multiple transactions at prices ranging from $30.18 to $30.595. After this transaction, the officer directly beneficially owns 127,627 Yelp shares.

Insider Trade Summary

Net Seller: 13,500 shares ($410,522)

Net Sell 1 txn

Insider Schwarzbach David A

Role Chief Financial Officer

Sold 13,500 shs ($411K)

Type	Security	Shares	Price	Value
Sale	Common Stock	13,500	$30.409	$411K

Holdings After Transaction: Common Stock — 127,627 shares (Direct)

Footnotes (1)

1. Shares were sold pursuant to a duly adopted 10b5-1 trading plan, adopted by the reporting person on August 14, 2025. The sales price reported is the weighted average sale price for the number of shares sold. These shares were sold in multiple transactions at prices ranging from $30.18 to $30.595, inclusive. Full information regarding the number of shares sold at each separate price will be supplied upon request by Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

Form 4 Insider Transactions: What Each Field Means →

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^*

Schwarzbach David A

(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 Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/16/2025

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	12/16/2025		S		13,500(1)	D	$30.409(2)	127,627	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 August 14, 2025.

2. The sales price reported is the weighted average sale price for the number of shares sold. These shares were sold in multiple transactions at prices ranging from $30.18 to $30.595, inclusive. Full information regarding the number of shares sold at each separate price will be supplied upon request by Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.

Remarks:

	/s/ Vanessa J. Oh, Attorney-in-Fact	12/16/2025
	** 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 insider transaction did Yelp (YELP) report in this Form 4 filing?

The chief financial officer of Yelp Inc. reported selling 13,500 shares of Yelp common stock on December 16, 2025, as disclosed in Table I of the filing.

At what price were the Yelp CFO's shares sold in this transaction?

The 13,500 shares were sold at a weighted average sale price of $30.409 per share, with individual trades priced between $30.18 and $30.595.

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

Following the reported sale, the chief financial officer beneficially owns 127,627 Yelp common shares, held with direct ownership.

Was the Yelp CFO's stock sale made under a Rule 10b5-1 trading plan?

Yes. The filing states that the shares were sold pursuant to a duly adopted Rule 10b5-1 trading plan that the reporting person adopted on August 14, 2025.

Can investors obtain more detail on the individual sale prices for the Yelp shares?

Yes. The filing notes that full information on the number of shares sold at each separate price will be supplied upon request by SEC staff, the issuer, or a security holder.

What is the role of the reporting person at Yelp Inc. in this Form 4?

The reporting person is identified as an officer of Yelp Inc., serving as the company's Chief Financial Officer, and filed the Form 4 as a single reporting person.