NerdWallet CEO has 7,723 shares withheld for tax

NerdWallet CEO Tim Chen had shares withheld to cover RSU tax obligations and now directly holds 539,160 Class A shares, including RSUs.

Rhea-AI Filing Summary

NERDWALLET, INC. (NRDS) reported that Chief Executive Officer and director Tim Chao-Ming Chen had 7,723 shares of Class A Common Stock withheld on September 1, 2026 to satisfy a tax withholding obligation arising from the vesting of Restricted Stock Units. After this transaction, he holds 539,160 shares directly, including 30,473 RSUs payable solely in Class A Common Stock. No Rule 10b5-1 trading plan is reported for this Form 4.

Insider Trade Summary

Tax Withholding: 7,723 shares

Tax Withholding 1 txn

Insider Chen Tim Chao-Ming

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock F1, F2	7,723	$9.78	$76K

Holdings After Transaction: Class A Common Stock — 539,160 shares (Direct)

Footnotes (2)

1. F1. Shares withheld by the Issuer to satisfy tax withholding obligation due to vesting of Restricted Stock Units ("RSUs").
2. F2. Includes 30,473 RSUs payable solely in the Class A Common Stock of the Issuer.

Key Figures

Shares withheld for taxes: 7,723 shares Withholding price per share: $9.78 per share Direct holdings after transaction: 539,160 shares +1 more

4 metrics

Shares withheld for taxes 7,723 shares Class A Common Stock withheld on September 1, 2026 for tax withholding obligation

Withholding price per share $9.78 per share Valuation applied to the 7,723 shares withheld for tax obligations

Direct holdings after transaction 539,160 shares Class A Common Stock directly owned by Tim Chen following the reported transaction

Restricted Stock Units included 30,473 RSUs RSUs payable solely in Class A Common Stock included in post-transaction holdings

Key Terms

Restricted Stock Units ("RSUs"), tax withholding obligation, Class A Common Stock

3 terms

Restricted Stock Units ("RSUs") financial

"due to vesting of Restricted Stock Units ("RSUs")."

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.

tax withholding obligation financial

"to satisfy tax withholding obligation due to vesting of Restricted Stock Units"

Class A Common Stock financial

"Includes 30,473 RSUs payable solely in the Class A Common Stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did NRDS report for CEO Tim Chen on this Form 4?

The filing reports that 7,723 Class A shares were withheld on September 1, 2026 to satisfy a tax withholding obligation related to vesting of RSUs, rather than an open-market sale.

How many NRDS shares does CEO Tim Chen hold after this transaction?

After the transaction, Tim Chen directly holds 539,160 shares of NerdWallet Class A Common Stock, as reported in the Form 4.

What was the value used for the NRDS shares withheld for taxes?

The 7,723 shares withheld to cover tax obligations were valued at $9.78 per share, according to the Form 4 disclosure.

How many Restricted Stock Units does the NRDS CEO still have?

The filing states that Tim Chen’s holdings include 30,473 RSUs, which are payable solely in NerdWallet’s Class A Common Stock.

Was the NRDS CEO’s Form 4 transaction under a Rule 10b5-1 trading plan?

No. The Form 4 indicates no Rule 10b5-1 trading plan applies to this transaction; it is characterized as shares withheld to satisfy tax withholding obligations from RSU vesting.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/03/2026 - 05:57 PM EDT Accepted by SEC EDGAR 09/03/2026 - 05:54 PM EDT Learn about SEC filing dates

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
Estimated average burden
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^*

Chen Tim Chao-Ming

(Last) (First) (Middle)

C/O NERDWALLET, INC.

4150 N. DRINKWATER BLVD., SUITE 200

(Street)

SCOTTSDALE ARIZONA 85251

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026

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
Class A Common Stock	09/01/2026		F		7,723(1)	D	$9.78	539,160(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. Shares withheld by the Issuer to satisfy tax withholding obligation due to vesting of Restricted Stock Units ("RSUs").

2. Includes 30,473 RSUs payable solely in the Class A Common Stock of the Issuer.

Remarks:

	/s/ Bridgett Gatewood, Attorney-In-Fact for Tim Chao-Ming Chen	09/03/2026
	** 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)