YELP INC·4

Mar 6, 6:11 PM ET

Nachman Joseph R 4

4 · YELP INC · Filed Mar 6, 2026

Research Summary

AI-generated summary of this filing

Updated

Yelp COO Joseph R. Nachman Receives Award, Sells Shares

What Happened
Joseph R. Nachman, COO of Yelp Inc., had 24,868 performance-based restricted stock units (RSUs) become eligible to vest on March 4, 2026 (acquired at $0.00). Separately, on March 6, 2026 he sold 2,499 shares in an open-market transaction at $24.19 per share for total proceeds of $60,451. The sale was executed under a pre-established 10b5-1 trading plan.

Key Details

  • Transaction dates and prices:
    • March 4, 2026 — Award/Acquisition: 24,868 RSUs, $0.00 per share (eligible to vest)
    • March 6, 2026 — Sale: 2,499 shares at $24.19, proceeds $60,451
  • Shares owned after the transaction: not specified in the filing
  • Footnotes:
    • F1: These RSUs were originally granted Feb 7, 2025 (target 24,647 shares). Performance criteria were met 3/4/2026, making 24,868 shares eligible to vest on a schedule (31.25% vest on Mar 15, 2026; then 6.25% quarterly until fully vested), subject to continued service.
    • F2: The March 6 sale was made pursuant to a 10b5-1 plan adopted Dec 2, 2024 (pre-arranged trading plan).
  • Filing timeliness: Report filed March 6, 2026 for a March 4, 2026 reportable event; appears to be filed within the standard two-business-day window.

Context
The award entry reflects performance-based RSUs becoming eligible to vest (an internal compensation event), not an open-market purchase. The small open-market sale was conducted under a prearranged 10b5-1 plan, which is commonly used to automate sales and reduce appearance of opportunistic timing. For retail investors, purchases are generally more informative about insider sentiment than routine awards or scheduled sales.

Insider Transaction Report

Form 4
Period: 2026-03-04
Nachman Joseph R
Chief Operating Officer
Transactions
  • Award

    Common Stock

    [F1]
    2026-03-04+24,868295,241 total
  • Sale

    Common Stock

    [F2]
    2026-03-06$24.19/sh2,499$60,451292,742 total
Footnotes (2)
  • [F1]On February 7, 2025, the Reporting Person was granted performance-based restricted stock units covering 24,647 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 March 4, 2026, the performance criteria were met, resulting in 24,868 shares becoming eligible to vest according to the following schedule, subject to the Reporting Person's continued service with the Issuer: 31.25% of the shares will vest on March 15, 2026; and 6.25% of the shares will vest quarterly thereafter until fully vested.
  • [F2]Shares were sold pursuant to a duly adopted 10b5-1 trading plan, adopted by the reporting person on December 2, 2024.
Signature
/s/ Elizabeth Prosser, Attorney-in-Fact|2026-03-06

Documents

1 file
  • 4
    wk-form4_1772838680.xmlPrimary

    FORM 4