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  4. [Form 4] NERDWALLET, INC. Insider Trading Activity

NerdWallet Officer executes 10b5-1 sale, donates 2,055 NRDS shares

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

NerdWallet, Inc. (NRDS) Chief Accounting Officer Nicholas Tatum reported sales and a charitable gift of Class A common stock on 10/02/2025. The filing shows a sale of 4,272 shares at $10.76 per share executed under a Rule 10b5-1 trading plan adopted 05/29/2025, and a gift of 2,055 shares to a donor-advised fund at no consideration. After these transactions, the reporting person holds 65,965 shares beneficially, which includes 47,234 restricted stock units payable in Class A common stock. The Form 4 was signed by an attorney-in-fact on 10/06/2025.

Positive

  • Use of a Rule 10b5-1 plan for the sale of 4,272 shares (adopted 05/29/2025) supports pre-arranged trading and reduces appearance of opportunistic timing
  • Charitable donation of 2,055 shares to a donor-advised fund indicates philanthropic action rather than market-driven disposal

Negative

  • Net beneficial holdings decreased to 65,965 shares following the sale and gift
  • Large portion of holdings (47,234 RSUs) are restricted stock units, which may create future dilution or tax events upon vesting

Insights

TLD R: Officer disclosed planned sale under a 10b5-1 plan and a charitable gift.

The sale of 4,272 shares at $10.76 was executed under a Rule 10b5-1 trading plan adopted on 05/29/2025, which provides an affirmative defense for trades made pursuant to a pre-arranged plan. This indicates the transaction was pre-scheduled rather than opportunistic.

Dependencies and risks include the plan's terms and any blackout periods that could affect future trades. Monitor any further Form 4s for additional scheduled plan executions or modifications within the next 90–180 days.

TLD R: Gift reduces immediate beneficial holdings and may affect tax reporting.

The donation of 2,055 shares to a donor-advised fund is recorded as a bona fide gift and was reported as a disposition at $0 consideration. The reporting person retains 65,965 shares after these events, which includes 47,234 RSUs payable in Class A common stock.

For tax and compensation tracking, watch for RSU vesting schedules and any tax withholding events tied to those 47,234 RSUs during the upcoming vesting periods in the next 6–18 months.

Insider Tatum Nicholas
Role Chief Accounting Officer
Sold 4,272 shs ($46K)
Type Security Shares Price Value
Sale Class A Common Stock 4,272 $10.76 $46K
Gift Class A Common Stock 2,055 $0.00 --
Holdings After Transaction: Class A Common Stock — 68,020 shares (Direct)
Footnotes (1)
  1. The sales reported for this transaction (on this Form 4) were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 29, 2025. Represents a bona fide gift made by the Reporting Person to a charitable donor-advised fund. Includes 47,234 Restricted Stock Units ("RSUs") payable solely in the Class A Common Stock of the Issuer.
Form 4 Insider Transactions: What Each Field Means →
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).
X
 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*
Tatum Nicholas
(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 Accounting Officer
3. Date of Earliest Transaction (Month/Day/Year)
10/02/2025
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 10/02/2025 S(1) 4,272 D $10.76 68,020 D
Class A Common Stock 10/02/2025 G(2) 2,055 D $0 65,965(3) 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. The sales reported for this transaction (on this Form 4) were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 29, 2025.
2. Represents a bona fide gift made by the Reporting Person to a charitable donor-advised fund.
3. Includes 47,234 Restricted Stock Units ("RSUs") payable solely in the Class A Common Stock of the Issuer.
Remarks:
/s/ Mary Nuttall, Attorney-in-Fact for Nicholas Tatum 10/06/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did NRDS Chief Accounting Officer Nicholas Tatum sell on 10/02/2025?

The filing reports a sale of 4,272 Class A common shares at $10.76 per share executed under a Rule 10b5-1 trading plan.

Did Nicholas Tatum make any gifts of NRDS shares?

Yes. The filing reports a bona fide gift of 2,055 Class A common shares to a donor-advised fund at $0 consideration.

How many NRDS shares does the reporting person own after these transactions?

After the transactions the reporting person beneficially owns 65,965 Class A common shares, including 47,234 RSUs payable in Class A common stock.

Was the sale pre-arranged under a trading plan?

Yes. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 05/29/2025.

Who signed the Form 4?

The Form 4 was signed by Mary Nuttall, Attorney-in-Fact for Nicholas Tatum on 10/06/2025.