YELP INC 4
4 · YELP INC · Filed Aug 24, 2015
Insider Transaction Report
Form 4
YELP INCYELP
KROLIK ROBERT J
Chief Financial Officer
Transactions
- Tax Payment
Class B Common Stock
2015-08-20−3,606→ 14,045 total→ Class A Common Stock (3,606 underlying)
Footnotes (3)
- [F1]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 Common Stock 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.
- [F2]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 the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock.
- [F3]Not applicable.