YELP INC — Director's Dealing 2023

Jan 28, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: YELP INC (YELP)
CIK: 0001345016
Period of Report: 2023-01-25

Reporting Person: Stoppelman Jeremy (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-01-25	Common Stock	A	145067	$0.00	Acquired	646803	Direct
2023-01-26	Common Stock	M	50000	$21.18	Acquired	696803	Direct
2023-01-26	Common Stock	S	50000	$30.4553	Disposed	646803	Direct
2023-01-27	Common Stock	M	15000	$21.18	Acquired	661803	Direct
2023-01-27	Common Stock	S	15000	$31.1188	Disposed	646803	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-01-26	Stock Option (Right to Buy)	$21.18	M	50000	Disposed	2023-02-05	Common Stock (50000)	Direct
2023-01-27	Stock Option (Right to Buy)	$21.18	M	15000	Disposed	2023-02-05	Common Stock (15000)	Direct

Footnotes

F1: Represents the grant of restricted stock units that vest in equal quarterly installments over four years from the date of grant.

F2: Shares were sold pursuant to a duly adopted 10b5-1 trading plan, adopted by the reporting person on November 12, 2021.

F3: 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 $30.17 to $30.66, 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.

F4: 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 $30.56 to $31.54, 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.

F5: Fully vested.