#1yelp* Investor Presentation February 2019#2Safe Harbor FORWARD-LOOKING STATEMENTS These slides and the accompanying oral presentation contain forward-looking statements. All statements other than statements of historical facts contained in these slides and the accompanying oral presentation, including statements regarding Yelp Inc.'s ("Yelp" or the "Company") future operations, future performance, expected financial results and future financial position, future revenue and revenue growth rates, strategic and investment priorities, long-term target margins, projected growth and expenses, trends, opportunities, prospects, estimates and plans and objectives of management are forward-looking statements. In some cases, you can identify forward-looking statements by terms such as "believe," "may," "will," "estimate," "forecast," "guidance," "continue," "anticipate," "intend," "could," "would," "project," "plan," "potential," "target," "opportunity," "model," "expect" or the negative or plural of these words or similar expressions. The Company has based these forward-looking statements largely on its estimates of its financial results and its current expectations and projections about future events and financial trends that it believes may affect its financial condition, results of operations, business strategy, short-term and long- term business operations and objectives and financial needs. These forward looking statements are subject to a number of risks, uncertainties and assumptions, including the fact that we have a limited operating history in an evolving and competitive industry; that our growth rate may not be sustainable; that we rely on traffic to our website from search engines like Google and Bing; our ability to generate sufficient revenue to maintain and increase profitability, particularly in light of our significant ongoing sales and marketing expenses; our ability to reduce or control expenses sufficiently to meet our profitability targets; our ability to introduce successful new products, services and partnerships; our ability to maintain and expand our base of advertisers, including enterprise customers, particularly as an increasing portion of advertisers have the ability to cancel their ad campaigns at any time; our ability to attract, retain and motivate well- qualified employees, particularly in sales and marketing; our ability to increase traffic to our platform and generate and maintain sufficient high quality content from our users; our ability to maintain a strong brand and manage negative publicity that may arise; our ability to manage acquisitions of new businesses, solutions and technologies and to integrate and monetize those businesses, solutions or technologies; the efficacy of our automated recommendation software; our ability to develop our communities effectively; our ability to deal with an increasingly competitive local search environment; our ability to timely upgrade and develop our systems and infrastructure; and changes in political, business and economic conditions. These risks and uncertainties may also include those described in the Company's most recent Form 10-Q or 10-K filed with the Securities and Exchange Commission. New sks emerge from time to t is not possible Company management predict all risks, nor can the Company assess the impact of all factors on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements the Company may make. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in these slides and the accompanying oral presentation may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company cannot guarantee that the future results, levels of activity, performance or events and circumstances reflected in the forward-looking statements will be achieved or occur. Moreover, neither the Company nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements. Any forward-looking statement speaks only as of its date. Except as required by law, the Company undertakes no obligation to update publicly any forward-looking statements for any reason after the date of this presentation, to conform these statements to actual results or to changes in the Company's expectations.#3Our Mission: Connecting People with Great Local Businesses 1. 2. 3. 5 million Claimed Local Business Locations ¹ Automotive CE Cumulative Reviews ¹ Restaurants 177+ million yelp* JHE Home Services 33+ million App Unique Devices² Shopping 540K+ Paying Advertising Locations ³ Beauty & Spas Y Nightlife 20+ million Total Seated Diners² (1.4+ million via Yelp)4 1.5 million Request-a-Quote Leads Delivered² As of December 31, 2018 Monthly average for Q4 2018 All business locations associated with a business account from which Yelp recognized advertising revenue in a given month, averaged over Q4 2018 4. Yelp Reservations and Waitlist accommodated over 20 million diners on a monthly average basis for Q4 2018, more than 1.4 million of whom came directly and remotely via Yelp 1#4Our Powerful, Self-Reinforcing Network Delivers Unparalleled Value to Consumers and Businesses 00 Trusted Source Consumers Convenient Transaction Capabilities III Personalized Discovery Saves Time & Money yelp 00 Local Businesses yelpx Expanded Reach We Are at the Center of Local Life High Intent Consumers $ Differentiated Offerings Fine-tuned Operations 2#5We Have Built a Trusted, Comprehensive, Mobile-First Local Platform...and We Are Just Getting Started Product Engagement Go to Market Target Customer Segment Where We Were at IPO Consumer Directory Review Desktop Read and Publish One-size-fits-all Business Reference Guide to Local Businesses Ads Local SMB Direct-to-SMB Telesales Consumer ★ Where We Are Today Ads Order Quote App to Discover and Engage with Local Businesses Directory Review Book Mobile-first Browse, Book, Buy Personalized Sales Integrated Multi-Channel Strategy www B Local SMB Self Serve + Business Channel Partners Enterprise Multi-location Customer Success National 3#6Where We Plan to Go Pillars of Our Next Phase of Growth ↓ Increase focus on advertisers and business owners Enhance our go-to-market strategy by integrating product and product marketing with sales efforts Establish long-term targets for growth, profitability and capital return 4#7Planned Steps to Create Long-Term Shareholder Value 1 2 3 5 Deliver Double-Digit Revenue CAGR from 2019 Through 2023 Drive Margin Expansion and Optimize Cost Structure Accelerate Strategy Through Effective Partnerships Increased Our Share Repurchase Authorization from $250 Million to $500 Million Added Three Highly Qualified Value Creators to an Experienced and Engaged Board LO 5#81 Deliver Double-Digit Revenue CAGR from 2019 Through 2023 Strong Track Record of Growing Revenue... ($ in millions) $12 $26 2008 2009 $48 2010 $83 2011 55% 10-year CAGR $233 17 $138 2012 $378 2013 2014 $550 $716 32% 5-year CAGR 2015 2016 $851 2017 $943 2018 ...With A Large Market Opportunity to Sustain Long-Term Growth Local Advertising $150+ billion Spend¹ 20+ million Local U.S. Business Locations² yelp 1. BIA Kelsey, U.S. Local Advertising Forecast 2018; BIA Kelsey, What's Next? BIA/Kelsey 2017 Analyst Predictions Webinar, Tuesday, January 24, 2017 2. U.S. Small Business Administration 3. As of December 31, 2018 5 million Enterprise SMB Claimed Local Business Locations on Yelp³ O) 6#91 Deliver Double-Digit Revenue CAGR from 2019 Through 2023 Multiple Initiatives Tailored to Help Connect Consumers and Businesses and Drive Accelerated Growth Consumers Save Time & Money Enhance Consumer Experience Capture Enterprise Win in Key Verticals yelp Mid-teens Long-Term Revenue Growth Target to Business Customers Drive More Value Expand Offerings Local Businesses Indispensable Partner 7#101 Deliver Double-Digit Revenue CAGR from 2019 Through 2023 Win in Key Verticals Optimize traffic and monetization ✓ High traffic ✓ High engagement Restaurants Home Services High value ✓ High monetization Expand Offerings Meet the specific needs of every business More Choices More Price Points More Functionality Set Your Goal Objective Targeting ☆ Let Yelp Optimize More Phone Calls More Website Clicks Yelp Verified Make your business stand out Get Verified License 20 Lippe MODE Q e Drive More Value to Business Customers Underscore value / enhance monetization Opportunity: More Leads to Advertisers Business Owner Application veto Adsity Resid Secure https bizyp.com/? yelp Infinity Residential 19200 Von Karman Aun Ste 12 Ive CA 92012 Aca Location Activity Yep Ade Call to Action for Business Owners Your Busines BusInformation Photos and Videos Inbox Check-in Offers Dea's & Gift Certificates Bling Review Badges Yelp Ads Your Ada Orientation Vide Your Ad G FAQ Infinity Residential 00000 INFINITY Property Management Budget Nov 1, 2017 - Nov 30, 2017 Ad Budget 50 of $400 Historical Metrics Click Lt 30 Days Daly 10% Leads Currently Monetized We could be more pleased w y dent Bey hae done anering job in the ma we gave him tot out our Newport Beach summer weekly and winter monthly med noe DIM Serving ve and the Sunouding Greater Control, Attribution And Reporting 8#111 Deliver Double-Digit Revenue CAGR from 2019 Through 2023 Capture Enterprise Open up large untapped market Product Innovation Focused Go-To-Market Organization Expanding Strategic Channel Partnerships 20%+ Planned Increase In National Sales Team in 2019 5x+ Revenue per Enterprise Rep vs. Local Rep 0:12 Tonight's just getting started Qபின் F Questa p 10! Dery Experience Grow audience and engagement Personalization Ins Enhance Consumer Monage 7 m Tweet Reservas Hae 2:20 Fun things to do with kids QA Qe subos o 101 Y Fe 05 MAY Pontos d MOK Find your next go-to spot / HOD 101 F D "Yelp-Only" 7 Mo 2:41 Enjoy some me time this weekend Q 100 Po Dolery yelp nowait yelp b D TH Reservations SCE P dib s Mare Drive Growth Across SMB and Enterprise Customers Target 2019-2023 Revenue CAGR 10% + SMB 20%+ Enterprise Mid- teens % Advertising Revenue Total 9#122 Drive Margin Expansion and Optimize Cost Structure 1. Shift Emphasis to Most Efficient Sales Channels Hold Local Sales Headcount Steady and Drive Rep Productivity Relocate Sales Out of San Francisco in 2019 to Save $10 Million/Year Once Complete Optimize Consumer Marketing Spend to Save $15 Million in 2019 Reduce / Control Other Corporate Expenses Net Income/(Loss): We Have Delivered Profitable Growth and Target Further Margin Expansion Adjusted EBITDA Margin¹ 13% 2013 $(10.1) million 19% 2018 $55.4 million 30-35% See slide 18 for reconciliation to GAAP net income (loss) for the periods presented and for information about the limitations of adjusted EBITDA as an analytical tool 2023 Target Over 6.5 Percentage Points of Adjusted EBITDA Margin Expansion Between 2013 - 2018 10#133 Accelerate Strategy Through Effective Partnerships GRUBHUB™ Delivering More Profitable Growth in Food Ordering Restaurants Delivering on Yelp 2x 45K Oct 2017 Eat24 90K+ Dec 2018 GrubHub Partnership Strong Partner Ecosystem yelp fusion yelp platform yelp knowledge yelp* advertising mobile yelp distribution yelp ad starts & claims amazon alexa Reserve with Google vagaro viator GMC TDn2K dex-yp. Spredfast SCORPION Otoast REACHLOCAL sweet IQ BUICK Sprint Stax yext GoDaddy VISA 11#144 Increased Our Share Repurchase Authorization from $250 Million to $500 Million Strong profitability and balance sheet allow robust capital return plan Total share repurchase authorization increased from $250 million to $500 million Existing $250 million authorization planned to be completed in 1H 2019 Capital allocation plan aligned with creating shareholder value 12#155 Added Three Highly Qualified Value Creators to an Experienced and Engaged Board Experienced Directors with a Diverse Skillset... 7 directors have been senior executives of major public companies 6 directors have technology experience 4 directors have online advertising/sales/marketing experience 4 directors have digital marketplace/ e-commerce experience 3 directors have sold companies 4 directors with specific expertise in Yelp key verticals¹ Note: The figures above exclude retiring directors Geoff Donaker, Peter Fenton and Jeremy Levine Includes restaurants, hospitality and home services 1. ✓ ...Including Three New Highly Qualified, Independent Directors George Hu Chief Operating Officer, Twilio High growth technology experience including 13 years as a leader at Salesforce ✓ Breadth of operational expertise including a background in product, applications and marketing ✓ Sharon Rothstein Former Chief Product & Marketing Officer, Starbucks ✓ Significant marketing expertise, from senior positions at Starbucks, Sephora and Starwood Hotels ✓ Leadership experience at restaurant and hospitality companies Brian Sharples Co-Founder & Former CEO, HomeAway ✓ Founded and grew HomeAway to a market leading hospitality company before selling to Expedia in 2015 Expert in technology brand strategy 13#16Q4 & FY Earnings Update#17Solid Fourth Quarter Results 1. 2. Total Net Revenue¹ ($ in millions) $219 4Q17 +11% $244 4Q18 Adjusted EBITDA¹,2 ($ in millions) $42 4Q17 Q4 & FY EARNINGS UPDATE +27% $53 4Q18 Excluding Eat24 revenue in Q4 2017, revenue growth in Q4 2018 was 12%. See slide 18 for a reconciliation Net Income for Q4 2017 was $141 million including a $164 million pre-tax gain on the disposal of Eat24. Net Income for Q4 2018 was $32 million. See slide 18 for reconciliation to GAAP net income (loss) for the periods presented and for information about the limitations of adjusted EBITDA as an analytical tool 14#18Strong Full-Year Performance Growth 1. 2. Total Net Revenue ($ in millions) $716 2016 $851 30% 2017 $943 19% 2018 11% Adjusted EBITDA¹ ($ in millions) $123 Q4 & FY EARNINGS UPDATE 2016 $158 Growth 78% Margin² 17% Net Income (loss) for FY 2016 was a loss of $1.7 million. Net Income for FY 2017 was $153 million including a $164 million pre-tax gain on the disposal of Eat24. Net Income for FY 2018 was $55 million. See slide 18 for reconciliation to GAAP net income (loss) for the periods presented and for information about the limitations of adjusted EBITDA as an analytical tool Margin calculated as Adjusted EBITDA divided by Net Revenue 2017 $183 28% 19% 2018 16% 19% 15#19Our Long-Term Financial Targets Leading Local Platform A Consumer Daily Habit De Facto Local Business Partner Annual Revenue Growth Expenses as % of Revenue ¹ Cost of Revenue Sales & Marketing Product Development G&A D&A Adjusted EBITDA Margin² 2013 - 2018 32% 6 - 9% 51 - 57% 16 - 23% 13 - 18% - 5% 13 - 19% Long-Term Target Mid-teens ~6% 36 - 40% 20 - 22% 10-11% 1. Stock based compensation included in each line except for Adjusted EBITDA 2. See slide 18 for reconciliation to GAAP net income (loss) for the periods presented and for information about the limitations of adjusted EBITDA as an analytical tool -4% 30 - 35% 16#20Planned Steps to Create Long-Term Shareholder Value Double-Digit Revenue CAGR from 2019 Through 2023 Drive Margin Expansion Effective Partnership Strategies Strong Return of Capital * Experienced and Independent Board 17#21Adjusted EBITDA Reconciliation ($ in millions) Net Income (Loss) + Tax & Other Income + Depreciation & Amortization + Stock Based Compensation - Gain on Disposal of a Business Unit + Restructuring & Integration Adjusted EBITDA / Net Revenue Adjusted EBITDA Margin 2013 ($10.1) 1.2 11.5 26.1 0.0 0.7 $29.4 2014 12.6% $36.5 ($32.9) (25.4) 17.6 42.3 0.0 0.0 2015 11. 18.8% 29.6 60.8 0.0 0.0 2016 12.6% (0.3) ($1.7) $153.0 $55.4 35.3 86.3 0.0 $233.0 $377.5 $549.7 $716.1 3.5 2017 17.2% 26.6 (29.5) 41.2 $70.9 $69.1 $123.0 $157.8 100.4 (163.7) 0.3 2018 18.5% 42.8 114.4 0.0 0.0 $183.1 $850.8 $942.8 19.4% Q1 ($4.0) (0.7) 10.2 24.3 0.0 0.2 $30.0 $198.2 15.1% 2017 Q2 $7.9 (0.7) 10.7 25.4 0.0 0.0 $43.2 Q3 $8.0 10.7 (1.1) 29.2 25.3 0.0 0.0 $42.9 Q4 $141.1 20.6% 19.2% 9.7 25.4 (163.7) 0.0 $41.7 $209.9 $223.3 $219.4 19.0% Q1 10.0 ($2.3) (2.5) (3.1) 27.7 0.0 0.0 Q2 $32.9 2018 $10.7 10.5 28.8 0.0 0.0 $46.9 Q3 $15.0 10.7 (4.6) (19.2) 29.2 0.0 0.0 $50.3 Q4 $223.1 $234.9 $241.1 $31.9 11.6 28.7 0.0 0.0 $52.9 $243.7 14.7% 20.0% 20.9% 21.7% This presentation includes adjusted EBITDA and adjusted EBITDA margin, non-GAAP financial measures that Yelp uses to evaluate its business. Yelp includes adjusted EBITDA because it is a key measure used by Yelp's management and board of directors to understand and evaluate core operating performance and trends, to prepare and approve its annual budget and to develop short- and long-term operational plans. In particular, the exclusion of certain expenses in calculating adjusted EBITDA can provide a useful measure for period-to-period comparisons of Yelp's core business. Accordingly, Yelp believes that adjusted EBITDA provides useful information to investors and others in understanding and evaluating Yelp's operating results in the same manner as its management and board of directors. Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of Yelp's results as reported under GAAP. You can read more about the limitations of adjusted EBITDA in Yelp's most recent Annual Report on Form 10-K or Quarterly Report on Form 10-Q at www.yelp-ir.com or the SEC's website at www.sec.gov. Because of these limitations, you should consider adjusted EBITDA alongside other financial performance measures, including various cash flow metrics, net income (loss) and Yelp's other GAAP results. 18