CHGG Form 4: Board Member Renee V. Budig Receives Annual 55k RSU Grant

Rhea-AI Filing Summary

Chegg, Inc. (CHGG) filed a Form 4 on 23-Jun-2025 disclosing that independent director Renee Varni Budig received an annual equity award of 55,000 restricted stock units (RSUs) on 04-Jun-2025. Each RSU converts into one common share upon vesting. The grant was coded “A” (acquisition) and carried a $0 exercise price, reflecting standard board compensation rather than an open-market purchase.

The RSUs will vest in full on the one-year anniversary of the grant date, subject to Budig’s continued board service. Following the award, the director’s direct beneficial ownership rises to 140,742 shares, strengthening her alignment with shareholders.

• Reporting person: Renee V. Budig, Director
• Transaction date: 04-Jun-2025
• Securities acquired: 55,000 RSUs
• Post-transaction holdings: 140,742 common shares (direct)

While routine in nature, the filing confirms ongoing governance stability and insider equity participation; it does not materially alter Chegg’s capital structure or near-term fundamentals.

Positive

• Director increases equity exposure, signalling ongoing commitment and alignment with shareholders.

Negative

• None.

Insights

Securities Analyst

TL;DR – Routine director RSU grant; modestly positive alignment, negligible financial impact.

This Form 4 discloses an automatic, cost-free award of 55,000 RSUs to Director Renee Budig. At Chegg’s recent share price, the grant is roughly mid-six figures—immaterial relative to the company’s ~120 million-share float, but it does lift the director’s stake to 140,742 shares. There is no open-market buying signal; therefore, market impact should be muted. Nonetheless, continued insider equity accumulation is directionally positive for governance and shareholder alignment.

Corporate Governance Expert

TL;DR – Standard board compensation confirms service continuity; no red flags detected.

The single-year vesting schedule and zero-cost RSUs mirror Chegg’s historical board compensation practice, suggesting policy consistency. Because vesting is contingent on ongoing service, the award incentivises director retention without excessive dilution. No simultaneous sales or unusual structures appear, indicating a clean filing. Overall governance implications are neutral-to-slightly positive.

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^*

BUDIG RENEE VARNI

(Last) (First) (Middle)

C/O CHEGG, INC.

3990 FREEDOM CIRCLE

(Street)

SANTA CLARA CA 95054

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/04/2025

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	06/04/2025		A		55,000(1)	A	$0	140,742	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. Represents an annual grant of restricted stock units ("RSUs") for board service. Each RSU represents a contingent right to receive one share of common stock of the Issuer upon vesting. The shares underlying the RSUs will vest on the one-year anniversary of the grant date, subject to the Reporting Person's continued service on our board through the vesting date.

Remarks:

	/s/ Woodie H. Dixon Jr., Attorney-in-Fact for Renee V. Budig	06/23/2025
	** 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.

FAQ

How many Chegg (CHGG) shares did Director Renee Budig acquire?

Budig received 55,000 restricted stock units, each convertible into one share of common stock.

What is the total Chegg ownership held by Renee Budig after this grant?

Following the award, Budig beneficially owns 140,742 CHGG shares, held directly.

When will the newly granted RSUs vest?

The RSUs will vest on the one-year anniversary of the 04-Jun-2025 grant date, provided the director remains on the board.

Did the director purchase these shares on the open market?

No. The RSUs were granted at no cost as part of standard board compensation; no cash was paid.

Does this Form 4 filing materially affect Chegg's share count?

The grant is immaterial relative to Chegg's total shares outstanding and does not meaningfully impact dilution.