0001209191-14-057762.txt : 20140912
0001209191-14-057762.hdr.sgml : 20140912
20140912182642
ACCESSION NUMBER: 0001209191-14-057762
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20140910
FILED AS OF DATE: 20140912
DATE AS OF CHANGE: 20140912
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: YELP INC
CENTRAL INDEX KEY: 0001345016
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200]
IRS NUMBER: 201854266
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 140 NEW MONTGOMERY STREET
STREET 2: 9TH FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
BUSINESS PHONE: (415) 908-3801
MAIL ADDRESS:
STREET 1: 140 NEW MONTGOMERY STREET
STREET 2: 9TH FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
FORMER COMPANY:
FORMER CONFORMED NAME: YELP! INC
DATE OF NAME CHANGE: 20051121
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Wilson Laurence
CENTRAL INDEX KEY: 0001539846
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35444
FILM NUMBER: 141101728
MAIL ADDRESS:
STREET 1: C/O YELP! INC.
STREET 2: 706 MISSION ST.
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94103
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2014-09-10
0
0001345016
YELP INC
YELP
0001539846
Wilson Laurence
C/O YELP INC.
140 NEW MONTGOMERY ST., 9TH FLOOR
SAN FRANCISCO
CA
94105
0
1
0
0
SVP, Legal & User Operations
Class A Common Stock
2014-09-10
4
C
0
1250
0.00
A
21250
D
Class A Common Stock
2014-09-10
4
S
0
1250
80.96
D
20000
D
Employee Stock Option (Right to Buy)
7.16
2014-09-10
4
M
0
1250
0.00
D
2021-01-25
Class B Common Stock
1250
116250
D
Class B Common Stock
2014-09-10
4
M
0
1250
0.00
A
Class A Common Stock
1250
4633
D
Class B Common Stock
2014-09-10
4
C
0
1250
0.00
D
Class A Common Stock
1250
3383
D
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 shares underlying the stock option vest in equal monthly installments over 36 months from November 1, 2011.
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.
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.
Not applicable.
/s/ Donna Hammer, Attorney-in-fact
2014-09-12