Eldad Maniv - Aug 14, 2023 Form 4 Insider Report for Taboola.com Ltd. (TBLA)

Signature
/s/ John Ferrantino, Attorney-in-fact
Stock symbol
TBLA
Transactions as of
Aug 14, 2023
Transactions value $
$245,764
Form type
4
Date filed
8/16/2023, 05:05 PM
Previous filing
Mar 2, 2023
Next filing
Jan 10, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TBLA Ordinary Shares Options Exercise $246K +270K +2.91% $0.91 9.54M Aug 14, 2023 Direct F1, F2, F3, F4, F5, F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction TBLA Share Option (Right to Buy) Options Exercise $0 -270K -100% $0.00* 0 Aug 14, 2023 Ordinary Shares 270K $0.91 Direct F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Mr. Maniv elected to pay approximately $246,000 in cash to cover the exercise price for the reported exercise. As a result, no shares were withheld.
F2 Includes 7,240,704 ordinary shares.
F3 Includes 412,405 vested Restricted Share Units ("RSUs"). The RSUs will not convert to ordinary shares until the satisfaction of an additional time-based settlement condition to occur in September 2023. The settlement is not conditioned on the Reporting Person's provision of service on settlement date. Each RSU represents the right to receive one ordinary share upon settlement.
F4 Includes 898,269 RSUs which vested or shall vest in equal quarterly installments through 2026, subject to the Reporting Person's provision of service to the Issuer on each vesting date. The RSUs will not convert to ordinary shares until the satisfaction of additional time-based settlement conditions to occur in variable installments through 2026. The settlements are not conditioned on the Reporting Person's provision of service on settlement date. Each RSU represents the contingent right to receive one ordinary share of the Issuer upon vesting and settlement.
F5 Includes 992,851 RSUs which shall vest in equal quarterly installments through 2027, subject to the Reporting Person's provision of service to the Issuer on each vesting date. The RSUs will not convert to ordinary shares until the satisfaction of an additional time-based settlement condition to occur on or after two years and one day following the date of grant. The settlement is not conditioned on the Reporting Person's provision of service on settlement date. Each RSU represents the right to receive one ordinary share upon vesting and settlement.
F6 In November 2022, the Reporting Person irrevocably conveyed his rights to direct the transfer of 8,551,378 shares or their proceeds, in each case including the shares underlying RSUs and share options, to a trust for which the Reporting Person's spouse is the sole beneficiary. The Reporting Person disclaims beneficial ownership in such shares for the purpose of Section 16 of the Securities Exchange Act of 1934 ("Section 16"), except to the extent of his indirect pecuniary interest, if any, and his dispositive power, if any, therein. This report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose.
F7 Immediately exercisable.