Yelp (YELP) Chief People Officer sells stock, retains 132,224 shares

Rhea-AI Filing Summary

Yelp Inc.'s Chief People Officer Carmen Amara reported routine equity transactions involving company stock. On May 21, 2026, she completed an open-market sale of 500 shares of Yelp common stock at $22.35 per share, executed under a Rule 10b5-1 trading plan adopted on February 19, 2026. On May 20, 2026, 4,955 shares were withheld to cover tax obligations tied to the vesting of previously granted RSUs, which is a non-market disposition. After these transactions, she directly owned 132,224 shares of Yelp common stock.

Insider Trade Summary 10b5-1

Net Seller: 500 shares ($11,175)

Net Sell 2 txns

Insider Amara Carmen

Role Chief People Officer

Sold 500 shs ($11K)

Type	Security	Shares	Price	Value
Sale	Common Stock	500	$22.35	$11K
Tax Withholding	Common Stock	4,955	$22.47	$111K

Holdings After Transaction: Common Stock — 132,224 shares (Direct, null)

Footnotes (1)

1. Represents shares withheld to satisfy tax withholding obligations in connection with the vesting of certain RSUs, which were previously reported in Table I following the date of grant. Shares were sold pursuant to a duly adopted 10b5-1 trading plan, adopted by the reporting person on February 19, 2026.

Key Figures

Open-market sale: 500 shares Sale price: $22.35 per share Tax withholding shares: 4,955 shares +3 more

6 metrics

Open-market sale 500 shares Common stock sold on May 21, 2026

Sale price $22.35 per share Price for 500-share sale on May 21, 2026

Tax withholding shares 4,955 shares Withheld May 20, 2026 for RSU tax obligations

Tax withholding reference price $22.47 per share Value used for 4,955-share tax withholding

Post-transaction holdings 132,224 shares Directly owned common stock after reported transactions

10b5-1 plan adoption date February 19, 2026 Plan governing the 500-share sale

Key Terms

RSUs, tax withholding obligations, Rule 10b5-1 trading plan, open-market sale, +1 more

5 terms

RSUs financial

"vesting of certain RSUs, which were previously reported in Table I"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

tax withholding obligations financial

"Represents shares withheld to satisfy tax withholding obligations in connection with the vesting"

Rule 10b5-1 trading plan regulatory

"Shares were sold pursuant to a duly adopted 10b5-1 trading plan"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

open-market sale financial

"transaction_action: open-market sale"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

restricted stock units financial

"vesting of certain RSUs, which were previously reported in Table I following the date of grant"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

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^*

Amara Carmen

(Last) (First) (Middle)

C/O YELP INC.

350 MISSION STREET, 10TH FLOOR

(Street)

SAN FRANCISCO CALIFORNIA 94105

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/20/2026		F		4,955(1)	D	$22.47	132,724	D
Common Stock	05/21/2026		S		500(2)	D	$22.35	132,224	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 shares withheld to satisfy tax withholding obligations in connection with the vesting of certain RSUs, which were previously reported in Table I following the date of grant.

2. Shares were sold pursuant to a duly adopted 10b5-1 trading plan, adopted by the reporting person on February 19, 2026.

Remarks:

	/s/ Elizabeth Prosser, Attorney-in-Fact	05/22/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Yelp (YELP) report for Carmen Amara?

Yelp reported that Chief People Officer Carmen Amara sold 500 shares of common stock at $22.35 per share and had 4,955 shares withheld for taxes on RSU vesting, leaving her with 132,224 directly owned shares after these transactions.

At what price did Carmen Amara sell Yelp (YELP) shares in the latest Form 4?

Carmen Amara sold 500 shares of Yelp common stock at $22.35 per share. This open-market sale occurred on May 21, 2026, as part of a pre-arranged Rule 10b5-1 trading plan adopted on February 19, 2026.

How many Yelp (YELP) shares does Carmen Amara hold after the reported transactions?

Following the reported transactions, Chief People Officer Carmen Amara directly owns 132,224 shares of Yelp common stock. This balance reflects both the 500-share open-market sale and the 4,955 shares withheld to satisfy tax obligations on vested RSUs.

Were Carmen Amara’s Yelp (YELP) share sales under a Rule 10b5-1 plan?

Yes. The Form 4 notes that the 500-share sale of Yelp common stock was executed pursuant to a duly adopted Rule 10b5-1 trading plan, which Carmen Amara adopted on February 19, 2026 to pre-schedule trades independently of day-to-day market decisions.

What does the tax withholding transaction mean in Yelp (YELP) insider filing?

The 4,955-share disposition reflects shares withheld to cover tax obligations from the vesting of restricted stock units. This is not an open-market sale, but a standard mechanism where shares are retained by the company to satisfy income tax liabilities.