Chegg (CHGG) CEO Rosensweig has 7,004 shares withheld to cover RSU taxes

Rhea-AI Filing Summary

Chegg, Inc. President, CEO and Executive Chairman Daniel Rosensweig reported a tax-related share disposition linked to restricted stock units. On March 12, 2026, 7,004 shares of Chegg common stock were withheld at $0.5704 per share to satisfy federal and state tax obligations from RSU vesting. According to the disclosure, Rosensweig did not sell these shares in the market; they were automatically cancelled by Chegg under the RSU agreement. After this withholding, he directly holds 7,618,071 shares of common stock and also has indirect holdings of 25,000 shares in The Rosensweig Family Revocable Trust and 24,842 shares in The Rosensweig 2012 Irrevocable Children's Trust, where he serves as co-trustee.

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

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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^*

ROSENSWEIG DANIEL

(Last) (First) (Middle)

C/O CHEGG, INC

2261 MARKET STREET SUITE 46218

(Street)

SAN FRANSISCO CA 94114

(City) (State) (Zip)

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

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	PRESIDENT, CEO, EXEC CHAIRMAN

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

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

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

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

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	03/12/2026		F		7,004(1)	D	$0.5704	7,618,071	D
Common Stock								25,000	I	See footnote.(2)
Common Stock								24,842	I	See footnote.(3)

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. 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. Held by The Rosensweig Family Revocable Trust U/A/D 03-12-07 where the Reporting Person is a Co-Trustee.

3. Held by The Rosensweig 2012 Irrevocable Children's Trust U/A/D 11-06-12. The Reporting Person is a Co-Trustee.

Remarks:

A signed authentication document for this filing has been obtained from the Reporting Person in accordance with Rule 302(b) of Regulation S-T and is retained by the Company.

	Kirk Johnson, Attorney-in-Fact for Daniel Rosensweig	03/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Chegg (CHGG) CEO Daniel Rosensweig report?

Daniel Rosensweig reported a tax-withholding disposition of 7,004 Chegg shares. The shares were automatically withheld and cancelled by Chegg to cover tax obligations from vesting restricted stock units, rather than sold on the open market.

Was the Chegg (CHGG) CEO’s Form 4 transaction an open-market stock sale?

No. The Form 4 states the 7,004 shares were withheld by Chegg to satisfy federal and state tax liabilities from RSU vesting. The filing specifically notes Rosensweig did not sell any of these shares in the market.

How many Chegg (CHGG) shares does Daniel Rosensweig hold after this Form 4?

After the tax withholding, Rosensweig directly holds 7,618,071 shares of Chegg common stock. He also has indirect holdings of 25,000 shares in a family revocable trust and 24,842 shares in a children’s irrevocable trust, where he is co-trustee.

What does transaction code F mean in the Chegg (CHGG) CEO’s Form 4?

Transaction code F indicates payment of exercise price or tax liability by delivering or withholding securities. In this case, Chegg automatically withheld 7,004 shares from RSU vesting to cover Rosensweig’s tax obligations, rather than executing a market sale.

How were the indirect Chegg (CHGG) share holdings of Daniel Rosensweig structured?

Indirect holdings are shown in two trusts. 25,000 shares are held by The Rosensweig Family Revocable Trust, and 24,842 shares are held by The Rosensweig 2012 Irrevocable Children's Trust. The filing notes Rosensweig is a co-trustee of both trusts.