Transaction #12733 · Form 4 · 0001628280-25-053912

Nerdy Inc. · Purchase · Class A Common Stock

Nerdy Inc. · Transacted November 21, 2025 · Filed November 25, 2025

Original SEC filing ↗

What does this filing report?

An SEC Form 4 filing for Nerdy Inc. records a purchase involving Class A Common Stock on November 21, 2025. The reported quantity was 70,010. The filing date is November 25, 2025. This is one transaction record; amounts are not allocated among any joint reporting owners.

The acquisition category describes how securities were received. It does not by itself establish a cash purchase of common stock. Read the transaction code definitionsand the original filing before interpreting the amounts.

Transaction details

Company
Nerdy Inc.
Company CIK
0001819404
Security type
Non-derivative
Acquisition type
Purchase · Code P
Quantity acquired
70,010
Reported price
1.07 · See footnotes
Reference value
74,910.7
Currency
Currency not specified
Ownership
Indirect
Holdings after transaction
31,053,279
Ownership description
By Cohn Family Trust U/A/D 3/16/2017
SEC acceptance time
Nov 25, 2025, 8:48 AM EST
10b5-1 indication
Not indicated

Reference value is reported quantity × reported price. It is not a confirmed cash payment or an estimate of a derivative's economic value. A missing currency is not assumed to be USD.

Reporting owners

These are the reporting owners named in the filing. Quantities and amounts are not allocated among co-reporters. Roles reflect this filing, not a current profile.

Company listings

NRDY · NYSE

This transaction is not mapped to a specific company listing.

Filing footnotes & remarks

F1
The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $1.04 to $1.08, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price at which the transactions were effected.
F2
The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $1.02 to $1.09, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price at which the transactions were effected
F3
Represents Restricted Stock Units ("RSUs") issued under the Nerdy Inc. 2021 Equity Incentive Plan. Each RSU represents the contingent right to receive one share of the Issuer's Class A Common Stock. The RSUs shall vest in seven equal tranches upon the Issuer achieving each of seven share price target milestones that occur at $18.00, $22.00, $26.00, $30.00, $34.00, $38.00, and $42.00 per share, measured, based on the average of our stock price over a consecutive 90 calendar-day period during the performance period. Any unvested RSUs shall expire on September 20, 2028.
F4
Rarefied Air Capital LLC is owned by three trusts: Cohn Family Trust U/A/D 3/16/2017, The Cohn Family Investments Trust 05/24/18, and 2018 Cohn Family Trust U/A/D 5/24/2018.

Footnotes are reproduced as plain text from the current source filing. For the full context, read the original SEC filing.

This record was updated Eastern Time. This is the stored record update time, not the transaction date. Report a correction.