Stride (LRN) managing director reports tax-withholding share entries

Rhea-AI Filing Summary

Stride, Inc. managing director Todd Goldthwaite reported routine share-withholding transactions related to restricted stock vesting. On 02/08/2026, the company withheld 98 shares of Stride common stock at $87.83 per share, and on 02/09/2026 it withheld another 88 shares at $87.51 per share.

These shares were withheld by Stride to cover the executive’s tax obligations when restricted shares vested, as described in the footnote. After these transactions, Goldthwaite directly beneficially owned 93,860 shares of Stride common stock.

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^*

Goldthwaite Todd

(Last) (First) (Middle)

11720 PLAZA AMERICA DRIVE

9TH FLOOR

(Street)

RESTON VA 20190

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Stride, Inc. [ LRN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	MANAGING DIRECTOR

3. Date of Earliest Transaction (Month/Day/Year)
02/08/2026

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	02/08/2026		F(1)		98	D	$87.83	93,948	D
Common Stock	02/09/2026		F(1)		88	D	$87.51	93,860	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 the number of shares withheld by the Company upon the vesting of restricted shares to cover the executive's withholding tax associated with the satisfaction of all vesting conditions. The number of shares withheld is based upon the closing price of a share of Stride common stock on the vesting date, or if the vesting date fell on a weekend or market holiday, upon the closing price of a share of Stride common stock on the most recent prior market day.

	/s/ John C. Grothaus, Attorney-in-fact	02/10/2026
	** 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.

FAQ

What insider activity did Stride (LRN) report for Todd Goldthwaite?

Stride reported that managing director Todd Goldthwaite had shares withheld to cover taxes on vested restricted stock. The company withheld 98 shares on 02/08/2026 and 88 shares on 02/09/2026, both classified as routine tax-withholding transactions.

How many Stride (LRN) shares were withheld for taxes in this Form 4?

The Form 4 shows Stride withheld a total of 186 shares of common stock for tax purposes. This included 98 shares at $87.83 per share and 88 shares at $87.51 per share, tied to restricted stock vesting.

What does transaction code "F" mean in the Stride (LRN) Form 4 filing?

Transaction code “F” indicates shares were withheld to pay taxes upon the vesting of equity awards. In this filing, Stride withheld shares from restricted stock vesting to satisfy withholding tax obligations for managing director Todd Goldthwaite.

How many Stride (LRN) shares does Todd Goldthwaite own after these transactions?

After the reported tax-withholding transactions, Todd Goldthwaite beneficially owned 93,860 shares of Stride common stock directly. This figure reflects his holdings following the 98-share and 88-share withholdings associated with restricted stock vesting events.

Were the Stride (LRN) Form 4 transactions open-market sales by the insider?

No. The Form 4 explains the transactions represent shares withheld by Stride upon restricted stock vesting to cover the executive’s withholding taxes. They are not discretionary open-market sales initiated by Todd Goldthwaite.

How was the number of withheld Stride (LRN) shares determined?

The footnote states the number of shares withheld was based on the closing price of Stride common stock on the vesting date, or the most recent prior market day if vesting occurred on a weekend or market holiday.