SEC Form 4 · accession 0001209191-17-013951
YELP INC · YELP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Stoppelman
Officer — Sr VP, Engineering
Period of report
Feb 21, 2017
Accepted (ET)
Feb 23, 2017 · 5:55 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001345016
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 21, 2017 | M | 5,000 | $7.16 | A | 125,431 | D | |
| Common Stock | Feb 21, 2017 | S | 5,000 | $34.68 | D | 120,431 | D | |
| Common StockF2 | Feb 22, 2017 | S | 2,784 | $34.0103 | D | 117,647 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F3 | $7.16 | Feb 21, 2017 | M | 5,000 | D | — | Mar 6, 2021 | Common Stock | 5,000 | 98,500 | D |
Explanation of responses
- F1Shares were sold pursuant to a duly adopted 10b5-1 trading plan.
- F2Represents the number of shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of certain RSUs, previously reported in Table I following the date of grant. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.
- F3Fully vested.