[Form 4] NerdWallet, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Samuel Yount, Chief Business Officer of NerdWallet, Inc. (NRDS) reported a Section 16 Form 4 disclosing a non-derivative disposition tied to RSU vesting. On 09/02/2025, 4,862 shares of Class A Common Stock were disposed of through share withholding to satisfy tax obligations at a price of $10.26 per share. After the transaction, Mr. Yount is reported to beneficially own 440,835 shares directly and additional indirect holdings of 401,751 shares by trusts and 201,051 shares by an LLC. The filing notes 127,328 RSUs payable solely in Class A Common Stock are included in the reported totals.

Positive

• Substantial remaining ownership: Reporting person retains 440,835 shares directly and significant indirect holdings (401,751 by trusts and 201,051 by LLC).
• Routine administrative transaction: Disposition reflects tax withholding on vested RSUs rather than an active sale into the market.

Negative

• Shares withheld: 4,862 Class A shares were disposed of to satisfy tax withholding at a price of $10.26 per share.

Insights

Securities Analyst

TL;DR: Routine RSU tax-withholding sale; reporting shows substantial remaining ownership but minimal immediate market impact.

The Form 4 documents a common corporate practice where vested RSUs trigger share withholding to cover taxes rather than an open-market sale. The 4,862-share disposition at $10.26 is small relative to the aggregate beneficial ownership disclosed (440,835 direct; 602,802 indirect combined). For investors, this is a routine administrative disposition and not an indicator of a change in insider sentiment. The explicit disclosure of 127,328 RSUs payable in Class A shares clarifies the composition of the holding.

Corporate Governance Expert

TL;DR: Filing is a standard Section 16 compliance record showing tax withholding on vested RSUs and continued insider alignment with shareholders.

From a governance perspective, the filing meets disclosure requirements by identifying the reporting person, relationship to the issuer, transaction details, and the mechanics (withholding for taxes). The presence of substantial indirect holdings via trusts and an LLC suggests long-term alignment, while the small withheld amount indicates no material change in control or significant liquidity event. Signature by an attorney-in-fact is appropriately documented.

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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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^*

YOUNT SAMUEL

(Last) (First) (Middle)

C/O NERDWALLET, INC.

4150 N. DRINKWATER BLVD., SUITE 200

(Street)

SCOTTSDALE AZ 85251

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NERDWALLET, INC. [ NRDS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Business Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

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
Class A Common Stock	09/02/2025		F		4,862(1)	D	$10.26	440,835(2)	D
Class A Common Stock								401,751	I	By Trusts
Class A Common Stock								201,051	I	By LLC

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. Shares withheld by the Issuer to satisfy tax withholding obligation due to vesting of Restricted Stock Units ("RSUs").

2. Includes 127,328 RSUs payable solely in Class A Common Stock of the Issuer.

Remarks:

	/s/ Bridgett Gatewood, Attorney-in-Fact for Samuel Yount	09/04/2025
	** 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

What did Samuel Yount (NRDS) report on Form 4?

He reported withholding of 4,862 Class A shares upon RSU vesting on 09/02/2025 to satisfy tax obligations, at $10.26 per share.

How many NRDS shares does Samuel Yount beneficially own after the transaction?

Direct ownership: 440,835 shares; Indirect ownership: 401,751 shares by trusts and 201,051 shares by an LLC.

Are there additional RSUs disclosed for Samuel Yount in the filing?

Yes. The filing states it includes 127,328 RSUs payable solely in Class A Common Stock.

Was the Form 4 signed and when?

Yes. The Form 4 was signed by Bridgett Gatewood, Attorney-in-Fact for Samuel Yount, dated 09/04/2025.

Does this filing indicate a significant change in insider control of NRDS?

No. The disclosed 4,862-share withholding is small relative to the total holdings reported and reflects tax withholding on vesting.