Form 4: Yelp CEO Sells Shares Under Pre-Arranged 10b5-1 Plan

Yelp CEO Jeremy Stoppelman exercised stock options and sold a total of 90,000 shares of common stock over three days in January 2026, pursuant to a pre-arranged 10b5-1 trading plan.

Summary

• Jeremy Stoppelman, CEO and Director of Yelp Inc. (YELP), reported transactions involving the company's common stock.
• On January 21, 22, and 23, 2026, Mr. Stoppelman acquired 30,000 shares each day through the exercise of fully vested stock options at a price of $20.47 per share, totaling 90,000 shares.
• Concurrently, on the same dates, he disposed of an equal number of shares (90,000 total) of common stock through sales.
• The sales were executed under a Rule 10b5-1 trading plan adopted on May 19, 2025.
• The weighted average sale prices were $28.3033 on January 21, 2026, $29.2881 on January 22, 2026, and $28.7193 (for 28,600 shares) and $29.235 (for 1,400 shares) on January 23, 2026.
• Following these transactions, Mr. Stoppelman's direct beneficial ownership of common stock decreased from 786,458 shares (after each acquisition) to 756,458 shares (after each disposition).
• His beneficial ownership of derivative securities (stock options) decreased from 306,200 to 246,200 due to the exercises.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. While insider selling can sometimes be viewed negatively, the fact that these transactions were executed under a pre-arranged 10b5-1 plan mitigates any negative implications, suggesting routine financial management rather than a reaction to adverse company-specific news. The significant gain from option exercise is a positive for the insider.

Positives

• The transactions were conducted under a pre-arranged 10b5-1 trading plan, indicating a scheduled sale rather than a reaction to new, non-public information.
• The exercise price of the stock options ($20.47) was significantly lower than the sale prices (ranging from $27.78 to $29.56), indicating a profitable transaction for the insider.

Negatives

• The CEO's direct beneficial ownership of common stock decreased by 90,000 shares, which could be perceived as a reduction in insider alignment, although mitigated by the 10b5-1 plan.

Stakeholder Impact

• Shareholders: The CEO's direct ownership of common stock has decreased, which may be noted by investors, though the pre-planned nature of the sale reduces its significance as a signal.

Key Dates

Keywords

Yelp, YELP, insider transaction, Form 4, stock options, share sale, 10b5-1 plan, CEO, beneficial ownership