Chegg (CHGG) CFO has 63,600 shares withheld to cover RSU taxes

Rhea-AI Filing Summary

CHEGG, INC CFO & Treasurer David Longo reported a tax-related share withholding rather than an open-market trade. On this Form 4, 63,600 shares of common stock were disposed of at $0.80 per share as the issuer automatically withheld and cancelled them to cover federal and state tax obligations from vesting RSUs. According to the filing, Longo did not sell these shares in the market. After this non-market transaction, he directly holds 1,842,862 shares, which the footnote notes includes unvested performance stock units.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Longo David

Role CFO & Treasurer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	63,600	$0.80	$51K

Holdings After Transaction: Common Stock — 1,842,862 shares (Direct)

Footnotes (1)

1. 1. Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the restricted stock units ("RSUs") to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing. This includes the unvested PSUs granted to the reporting person

Key Figures

Tax-withheld shares: 63,600 shares Withholding price: $0.80 per share Shares held after transaction: 1,842,862 shares +1 more

4 metrics

Tax-withheld shares 63,600 shares Common stock automatically withheld to cover RSU tax obligations

Withholding price $0.80 per share Value assigned to the 63,600 withheld common shares

Shares held after transaction 1,842,862 shares Direct holdings following the tax-withholding disposition, including unvested PSUs

Tax-withholding transactions 1 transaction / 63,600 shares Form 4 summary of F-code tax-withholding disposition

Key Terms

restricted stock units ("RSUs"), Section 16b-3(e), tax withholding obligations, PSUs

4 terms

restricted stock units ("RSUs") financial

"incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Section 16b-3(e) regulatory

"Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability"

tax withholding obligations financial

"to satisfy federal and state tax withholding obligations of the Reporting Person"

PSUs financial

"This includes the unvested PSUs granted to the reporting person"

PSUs are company shares promised to employees or executives that only become actual stock if the business hits specific performance targets over a set period. For investors, PSUs matter because they link pay to measurable outcomes — similar to a conditional bonus that converts into ownership — which can influence management decisions, dilution of shares, and signals about confidence in future results.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Longo David

(Last) (First) (Middle)

C/O CHEGG, INC

3990 FREEDOM CIR

(Street)

SANTA CLARA CALIFORNIA 95054

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CHEGG, INC [ CHGG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO & Treasurer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/12/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/12/2026		F		63,600(1)	D	$0.8	1,842,862(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. 1. Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the restricted stock units ("RSUs") to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

2. This includes the unvested PSUs granted to the reporting person

Remarks:

	Kirk Johnson, Attorney-in-Fact for David Longo	04/14/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Chegg (CHGG) report for CFO David Longo?

Chegg CFO David Longo reported a tax-related disposition of 63,600 common shares. The issuer automatically withheld and cancelled these shares to satisfy federal and state tax obligations from vesting restricted stock units, rather than Longo selling them in the open market.

Did Chegg CFO David Longo sell shares in the open market in this Form 4?

No, the Form 4 states Longo did not sell any shares in the market. All 63,600 shares were automatically withheld and cancelled by Chegg to cover tax liabilities arising from the vesting and settlement of restricted stock units issued under Rule 16b-3.

How many Chegg shares were withheld for taxes and at what price?

The filing shows 63,600 shares of Chegg common stock were disposed of at $0.80 per share. These shares were automatically withheld and cancelled by the issuer to satisfy federal and state tax withholding obligations tied to the vesting and settlement of RSUs.

What are David Longo’s Chegg shareholdings after this tax withholding?

After the tax-withholding disposition, David Longo directly holds 1,842,862 Chegg shares. A footnote explains this amount includes unvested performance stock units, providing a view of both his current ownership and remaining equity-based compensation position following the RSU vesting event.

What do the RSU and PSU references mean in Chegg CFO’s Form 4?

The Form 4 explains the shares were withheld upon vesting of restricted stock units (RSUs). A footnote also notes the reported holdings include unvested performance stock units (PSUs), which are equity awards that vest based on performance conditions rather than just time-based service.