Form 4: Taboola Director Sells 27,000 Shares

Erez Shachar, a director and 10% owner of Taboola.com Ltd., reported the sale of 27,000 ordinary shares for $3.38 per share.

Summary

• Erez Shachar, a Director and 10% Owner of Taboola.com Ltd. (TBLA), sold 27,000 ordinary shares.
• The transaction occurred on August 28, 2025, at a price of $3.38 per share, totaling $91,260.
• Following the sale, Shachar directly beneficially owns 218,827 ordinary shares, which includes 58,068 Restricted Share Units (RSUs) scheduled to vest on May 1, 2026.
• Shachar also indirectly beneficially owns a significant number of shares through various Evergreen entities: 20,730,847 shares via Evergreen V, L.P., 2,330,765 shares via Evergreen VA, L.P., and 12,211 shares via Evergreen V GP.
• Shachar disclaims beneficial ownership of the indirectly held securities and the proceeds from RSU sales, except to the extent of his pecuniary interest.

Sentiment

Score: 4

Explanation: A director's sale of shares, even if a small portion of total holdings, is generally viewed with slight negativity as it can signal a lack of confidence or a desire to diversify, though the disclaimers regarding beneficial ownership for indirect holdings mitigate some of the direct impact.

Negatives

• A director and 10% owner selling shares could be interpreted by the market as a lack of confidence or a move to diversify holdings, potentially impacting investor sentiment.

Future Outlook

NA

Management Comments

• The Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, except to the extent of his pecuniary interest therein, if any.
• This report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose.

Industry Context

NA

Related Party Transactions

• The reporting person is a principal and managing partner of Evergreen Venture Partners, which is the sole shareholder of Evergreen 5 GP Ltd., the general partner of entities (Evergreen V, L.P., Evergreen VA, L.P., Evergreen V GP) that indirectly hold a significant number of Taboola shares.
• The reporting person is obligated to remit the proceeds of any sale of ordinary shares issued upon vesting of RSUs to Evergreen Venture Partners.

Stakeholder Impact

• Shareholders may interpret the director's sale as a negative signal, potentially impacting investor sentiment and share price.
• Company management may need to address market perception if the sale is viewed unfavorably.

Next Steps

• Vesting of 58,068 Restricted Share Units (RSUs) on May 1, 2026, which will convert into ordinary shares.

Key Dates

Recommendation

While a director's sale of shares can be a negative signal, the reported transaction of 27,000 shares represents a relatively small portion of the director's total direct and indirect holdings (over 23 million shares). The sale could be for personal liquidity or portfolio rebalancing rather than a fundamental change in outlook. Given the significant remaining indirect holdings and the disclaimers, a 'hold' recommendation is appropriate, advising investors to monitor future insider activity and company performance rather than reacting strongly to this single transaction.

Keywords

Taboola, TBLA, Insider Sale, Director Transaction, Erez Shachar, Ordinary Shares, SEC Form 4, Evergreen Venture Partners