Form 4: Taboola CEO Adam Singolda Receives Significant RSU Grant, Reinforcing Long-Term Alignment

Taboola.com Ltd.'s Founder and CEO, Adam Singolda, reported the acquisition of over 1.9 million Restricted Share Units (RSUs) and the disposition of shares for tax withholding purposes, reflecting a planned compensation event.

Summary

• Adam Singolda, Founder and CEO, Director, and 10% Owner of Taboola.com Ltd. (TBLA), reported changes in his beneficial ownership.
• On June 4, 2025, Mr. Singolda acquired 1,923,605 Ordinary Shares in the form of Restricted Share Units (RSUs) at a price of $0, granted under the Issuer's 2021 Share Incentive Plan.
• This RSU grant was approved by the Issuer's Board of Directors on February 25, 2025, and subsequently by shareholders on June 4, 2025.
• The newly granted RSUs are scheduled to vest in equal quarterly installments through 2029, contingent on Mr. Singolda's continued service.
• Concurrently, 67,326 Ordinary Shares were disposed of at a price of $3.56 to satisfy tax withholding obligations related to the vesting of previously awarded RSUs, also subject to shareholder approval obtained on June 4, 2025; no shares were sold by Mr. Singolda.
• Following these transactions, Mr. Singolda's total beneficial ownership stands at 16,295,648 Ordinary Shares.
• This total includes 12,594,666 ordinary shares, 269,481 RSUs vesting through 2026, 671,830 RSUs vesting through 2027, and 956,291 RSUs vesting through 2028, in addition to the new grant.

Sentiment

Score: 7

Explanation: The sentiment is positive as the CEO received a substantial RSU grant, aligning his interests with the company's long-term success. The share disposition was solely for tax purposes, not a sale by the insider.

Positives

• The significant RSU grant to CEO Adam Singolda aligns his long-term incentives with shareholder interests, promoting sustained commitment to the company's performance.
• Shareholder approval of the RSU grant on June 4, 2025, indicates strong governance and transparency regarding executive compensation.
• The vesting schedule extending through 2029 for the new RSUs demonstrates a long-term retention strategy for key leadership.

Future Outlook

The RSU grants, particularly the new grant vesting through 2029, indicate a long-term commitment from the CEO to Taboola's future performance and growth, as the vesting is contingent on his continued service.

Management Comments

• The RSU grant reflects the company's compensation strategy to incentivize and retain key executives, aligning their interests with long-term shareholder value creation.

Industry Context

This Form 4 filing is specific to Taboola.com Ltd.'s executive compensation and insider ownership, rather than broader industry trends. However, large RSU grants are a common mechanism in the technology and digital advertising sectors to retain top talent and align executive incentives with company performance over multi-year periods.

Corporate Governance

Related Party Transactions

• The grant of 1,923,605 Restricted Share Units to Adam Singolda, the Founder and CEO, constitutes a related party transaction as it involves compensation to a key executive.

Stakeholder Impact

• Shareholders: The RSU grant aligns the CEO's financial interests with the long-term performance of the company, potentially leading to increased shareholder value.
• Employees: The compensation structure for the CEO may set a precedent or reflect the broader incentive philosophy within the company.
• Management: The grant serves as a significant incentive for the CEO to remain with and contribute to the company's success over the coming years.

Next Steps

• The RSUs granted to Adam Singolda will continue to vest in equal quarterly installments through 2029, subject to his continued provision of service to Taboola.com Ltd.

Key Dates

Keywords

Taboola, TBLA, Adam Singolda, SEC Form 4, Insider Transaction, Restricted Share Units, RSU Grant, Executive Compensation, Beneficial Ownership, Share Incentive Plan