SEC Form 4 · accession 0001209191-19-009057

YELP INC · YELP

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Chief Operating Officer

Period of report

Feb 7, 2019

Accepted (ET)

Feb 11, 2019 · 5:53 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^F1	Feb 7, 2019	A	20,690	$0.00	A	124,129	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (Right to Buy)^F2	$36.25	Feb 7, 2019	A	83,900	A	—	Feb 7, 2029	Common Stock	83,900	83,900	D
Performance Rights^F3	—	Feb 7, 2019	A	20,690	A	—	Feb 7, 2023	Common Stock	20,690	20,690	D

F1Represents the grant of restricted stock units that vest in equal quarterly installments over four years from the date of grant.
F2The shares underlying the stock option vest in equal monthly installments over 48 months following the grant date.
F3The performance rights are subject to both a performance goal and time-based vesting. The rights are eligible to vest only if the average closing price of the issuer's stock equals or exceeds $45.3125 over any 60-trading day period during the four years following the grant date. If the performance goal is met, the rights will vest quarterly over four years following the grant date, subject to the reporting person's continued service. Any rights that have met the time-based vesting schedule at the time the performance goal is achieved will fully vest as of such date, and thereafter any remaining unvested rights will continue vesting solely according to the time-based vesting schedule, subject to the continuous service requirement.