Filing Details
- Accession Number:
- 0001209191-14-051240
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2014-08-07 18:17:34
- Reporting Period:
- 2014-08-05
- Filing Date:
- 2014-08-07
- Accepted Time:
- 2014-08-07 18:17:34
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1345016 | Yelp Inc | YELP | Services-Personal Services (7200) | 201854266 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1539856 | L Geoffrey Donaker | C/O Yelp Inc. 140 New Montgomery St., 9Th Floor San Francisco CA 94105 | Chief Operating Officer | Yes | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Acquisiton | 2014-08-05 | 6,000 | $0.00 | 6,000 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2014-08-05 | 4,100 | $67.77 | 1,900 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2014-08-05 | 1,900 | $68.72 | 0 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Class B Common Stock | Employee Stock Option (Right to Buy) | Disposition | 2014-08-05 | 6,000 | $0.00 | 6,000 | $7.16 |
| Class A Common Stock | Class B Common Stock | Acquisiton | 2014-08-05 | 6,000 | $0.00 | 6,000 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2014-08-05 | 6,000 | $0.00 | 6,000 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 944,514 | 2021-01-05 | No | 4 | M | Direct | |
| 6,000 | No | 4 | M | Direct | ||
| 0 | No | 4 | C | Direct |
Footnotes
- Each share of Class A Common Stock was issued upon conversion of one share of Class B Common Stock.
- Shares were sold pursuant to a duly adopted 10b5-1 trading plan.
- The sales price reported is the weighted average sale price for the number of shares sold. These shares were sold in multiple transactions at prices ranging from $67.38 to $68.24, inclusive. Full information regarding the number of shares sold at each separate price will be supplied upon request by Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.
- The sales price reported is the weighted average sale price for the number of shares sold. These shares were sold in multiple transactions at prices ranging from $68.46 to $68.99, inclusive. Full information regarding the number of shares sold at each separate price will be supplied upon request by Securities and Exchange Commission Staff, the Issuer or a security holder of the Issuer.
- The shares underlying the stock option vest as follows: (a) for the first 12 months following 11/10/10, 10,191 shares vested monthly; (b) for the second 12 months, 15,624 shares vested monthly; (c) for the third 12 months, 20,669 shares vested monthly; (d) for the fourth 12 months, 26,127 shares vest monthly; and (e) for the next 12 months, the remainder of the shares vest ratably.
- Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. All Class A and Class B Common Stock will convert automatically into Common Stock on the earlier of (i) the date on which the number of outstanding shares of Class B Common Stock represents less than 10% of the aggregate combined number of outstanding shares of Class A Common Stock and Class B Common Stock and (ii) seven years following the effective date of the issuer's initial public offering.
- In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock (i) upon any transfer, whether or not for value (subject to certain exceptions), or (ii) in the event of the death or disability (as defined in the amended and restated certificate of incorporation of the issuer) of the Reporting Person, or (iii) upon such date as is specified by the affirmative vote or written consent of at least 66 2/3% of the outstanding shares of Class B Common Stock.
- Not applicable.
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