4//SEC Filing
Maniv Eldad 4
Accession 0001840502-25-000067
CIK 0001840502other
Filed
Jul 10, 8:00 PM ET
Accepted
Jul 11, 4:34 PM ET
Size
10.6 KB
Accession
0001840502-25-000067
Insider Transaction Report
Form 4
Taboola.com Ltd.TBLA
Maniv Eldad
President and COO
Transactions
- Tax Payment
Ordinary Shares
2025-07-09$3.76/sh−41,377$155,578→ 10,822,821 total - Tax Payment
Ordinary Shares
2025-07-10$3.76/sh−3,400$12,784→ 10,819,421 total
Footnotes (10)
- [F1]The Reporting Person is subject to taxation in the United States and in Israel, which differ significantly in how they tax equity compensation. Among other differences, the use of a net issuance mechanism, while customary in the United States, may have adverse tax consequences in Israel. Due to these differences, the sales reported in this Form 4 were made in connection with the Reporting Person's tax obligations.
- [F10]Includes 7,581,266 ordinary shares, including the ordinary shares underlying RSUs, as to which in November 2022 the Reporting Person irrevocably conveyed his rights to a trust for which the Reporting Person's spouse is the sole beneficiary. The Reporting Person disclaims beneficial ownership in such shares for the purpose of Section 16 of the Securities Exchange Act of 1934 ("Section 16"), except to the extent of his indirect pecuniary interest, if any, and his dispositive power, if any, therein. This report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose.
- [F2]The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 17, 2025.
- [F3]This transaction was executed in multiple trades at prices ranging from $3.75 to $3.77. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
- [F4]This transaction was executed in multiple trades at prices ranging from $3.75 to $3.78. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
- [F5]Includes 7,960,088 ordinary shares.
- [F6]Includes 179,656 RSUs which shall vest in equal quarterly installments through 2026, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Each RSU represents the right to receive one ordinary share of the Issuer upon vesting.
- [F7]Includes 434,373 RSUs which vested or shall vest in equal quarterly installments through 2027, subject to the Reporting Person's provision of service to the Issuer on each vesting date. The RSUs will not convert to ordinary shares until the satisfaction of an additional time-based settlement condition to occur on or after two years and one day following the date of grant. The settlement is not conditioned on the Reporting Person's provision of service on settlement date. Each RSU represents the right to receive one ordinary share upon vesting and settlement.
- [F8]Includes 898,780 RSUs which vested or shall vest in equal quarterly installments through 2028, subject to the Reporting Person's provision of service to the Issuer on each vesting date. The RSUs will not convert to ordinary shares until the satisfaction of an additional time-based settlement condition to occur on or after two years and one day following the date of grant. The settlement is not conditioned on the Reporting Person's provision of service on settlement date. Each RSU represents the right to receive one ordinary share upon vesting and settlement.
- [F9]Includes 1,346,524 RSUs which vested or shall vest in equal quarterly installments through 2029, subject to the Reporting Person's provision of service to the Issuer on each vesting date. The RSUs will not convert to ordinary shares until the satisfaction of an additional time-based settlement condition to occur on or after two years and one day following the date of grant. The settlement is not conditioned on the Reporting Person's provision of service on settlement date. Each RSU represents the right to receive one ordinary share upon vesting and settlement.
Documents
Issuer
Taboola.com Ltd.
CIK 0001840502
Entity typeother
Related Parties
1- filerCIK 0001952049
Filing Metadata
- Form type
- 4
- Filed
- Jul 10, 8:00 PM ET
- Accepted
- Jul 11, 4:34 PM ET
- Size
- 10.6 KB