Welcome to our dedicated page for Nerdy SEC filings (Ticker: NRDY), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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Nerdy Inc. reported insider buying by its Chief Executive Officer, who is also a director and 10% owner. On 12/03/2025, an affiliated trust purchased 91,672 shares of Class A Common Stock at a weighted average price of $1.29 per share and another 90,000 shares at a weighted average price of $1.34 per share, through multiple trades within the stated price ranges.
After these transactions, the reporting person holds Nerdy Class A shares through several family trusts and an entity called Rarefied Air Capital LLC, as well as performance-based Restricted Stock Units. The RSUs cover 9,258,298 shares that vest in seven equal tranches only if the stock sustains share price targets between $18.00 and $42.00 over a 90-day period, with any unvested RSUs expiring on September 20, 2028.
Nerdy Inc. reported an insider share purchase by a senior leader who is a director, chief executive officer, and 10% owner. On 12/02/2025, the reporting person indirectly bought 198,100 shares of Class A common stock at a weighted average price of $1.26 per share through the Cohn Family Investments Trust, with individual trades ranging from $1.22 to $1.28.
After this transaction, the reporting person reports large indirect holdings through several family trusts and an LLC, including 9,258,298 restricted stock units granted under Nerdy’s 2021 Equity Incentive Plan. These RSUs vest in seven equal parts only if Nerdy’s stock sustains price targets of $18, $22, $26, $30, $34, $38, and $42 per share over a consecutive 90‑day period before expiring on September 20, 2028.
Nerdy Inc. reported an insider share purchase by its Chief Executive Officer, who is also a director and 10% owner. On 11/28/2025, the reporting person bought 80,708 shares of Class A common stock at a weighted average price of $1.32 per share through the Cohn Family Investments Trust.
After this transaction, the reporting person beneficially owns substantial stakes in Nerdy through multiple entities, including 891,412 shares held by Cohn Family Investments Trust and 13,194,231 shares held by Rarefied Air Capital LLC. In addition, 9,258,298 restricted stock units (RSUs) were issued under the 2021 Equity Incentive Plan, each representing one share of Class A common stock.
These RSUs vest in seven equal tranches if Nerdy’s share price meets milestones of $18.00, $22.00, $26.00, $30.00, $34.00, $38.00 and $42.00 per share, based on a 90-day average, with any unvested RSUs expiring on September 20, 2028.
Nerdy Inc. insider ownership remains highly concentrated. Charles Cohn reports beneficial ownership of 77,030,200 shares of Nerdy Inc. Class A common stock, representing 48.2% of the class. His spouse, Allison Cohn, reports beneficial ownership of 12,133,319 shares, or 9.4% of the class, held through various trusts and entities, with each spouse expressly disclaiming beneficial ownership of the other’s shares.
The amendment explains that much of the equity was received in Nerdy’s 2021 business combination, which used an Up‑C structure and paired OpCo units with Class B common stock and a Tax Receivable Agreement. It also highlights a Founder and CEO Performance Award granted to Charles Cohn covering up to 9,258,298 Class A shares, which may vest over seven years if specified stock price hurdles between $18.00 and $42.00 are met while he remains in senior leadership roles.
Nerdy Inc. insider Thomas Cohn, the company's Chief Executive Officer, director, and 10% owner, reported an open-market purchase of Class A common stock. On 11/26/2025, a related trust, the Cohn Family Trust 5/24/18, acquired 144,783 shares of Nerdy Inc. Class A common stock at a weighted average price of $1.25 per share, with individual trades executed between $1.20 and $1.26.
Following this transaction, the trust held 1,540,307 shares indirectly. The filing also shows additional indirect holdings, including 9,258,298 shares directly, 13,194,231 shares through Rarefied Air Capital LLC, 31,053,279 shares through the Cohn Family Trust U/A/D 3/16/2017, and 810,704 shares through the Cohn Family Investments Trust dated 5/24/18.
Nerdy Inc. reported an insider share purchase by its Chief Executive Officer, who is also a director and 10% owner. On 11/25/2025, the reporting person purchased 119,242 shares of Class A common stock at a weighted average price of $1.16 per share, with individual trade prices ranging from $1.10 to $1.18, through the Cohn Family Trust dated 5/24/18.
Following this transaction, the reporting person beneficially owns Class A common stock through multiple entities and awards, including 1,395,524 shares via the Cohn Family Trust 5/24/18, 9,258,298 restricted stock units under the 2021 Equity Incentive Plan, and additional indirect holdings of 13,194,231 shares via Rarefied Air Capital LLC, 31,053,279 shares via the Cohn Family Trust U/A/D 3/16/2017, and 810,704 shares via the Cohn Family Investments Trust dated 5/24/18. The RSUs vest in seven equal tranches if share-price milestones between $18.00 and $42.00 are achieved before September 20, 2028.
Nerdy Inc. (NRDY) reported that its Chief Executive Officer, who is also a director and 10% owner, purchased Class A common stock. On 11/24/2025, an affiliated trust bought 238,749 Class A shares in open-market transactions at a weighted average price of $1.05 per share, with individual trades ranging from $1.01 to $1.10.
Following this transaction, the reporting person has large direct and indirect holdings across several family trusts and an entity called Rarefied Air Capital LLC. The filing also notes previously issued RSUs that vest in seven equal tranches only if Nerdy’s share price reaches milestones of $18.00, $22.00, $26.00, $30.00, $34.00, $38.00, and $42.00 per share over a 90-day average before expiring on September 20, 2028.
Nerdy Inc. (NRDY) reported insider activity by a person who is a director, chief executive officer, and 10% owner. On 11/21/2025, the reporting person bought 187,200 shares of Class A common stock at a weighted average price of $1.06 through the Cohn Family Trust dated 5/24/18 and 70,010 shares at a weighted average price of $1.07 through the Cohn Family Trust U/A/D 3/16/2017. Following these transactions, the reporting person holds large indirect positions through multiple family trusts and entities, as well as 9,258,298 shares directly.
The direct holding reflects Restricted Stock Units issued under the Nerdy Inc. 2021 Equity Incentive Plan. These RSUs vest in seven equal tranches if Nerdy’s share price meets targets of $18.00, $22.00, $26.00, $30.00, $34.00, $38.00, and $42.00 per share, based on the average stock price over a consecutive 90-day period. Any RSUs that have not vested will expire on September 20, 2028.
Nerdy Inc. (NRDY) reported that its Chief Executive Officer, who is also a director and 10% owner, bought Class A common stock in a recent transaction. On 11/20/2025, a trust associated with him purchased 203,500 Class A shares at a weighted average price of $0.98 per share, with individual trade prices ranging from $0.93 to $0.99. Following this, he beneficially owns large blocks of Class A shares through several family trusts and Rarefied Air Capital LLC.
The filing also notes 9,258,298 Restricted Stock Units (RSUs) issued under Nerdy’s 2021 Equity Incentive Plan. Each RSU represents one Class A share and vests in seven equal tranches if the stock price reaches share-price milestones of $18.00, $22.00, $26.00, $30.00, $34.00, $38.00, and $42.00, based on a 90-day average during the performance period. Any RSUs that do not vest will expire on September 20, 2028.
Nerdy Inc. (NRDY) reports that its Chief Executive Officer, who is also a director and 10% owner, indirectly bought 270,578 shares of Class A common stock on 11/19/2025 at a weighted average price of $0.91 per share through the Cohn Family Trust U/A/D 3/16/2017. After this transaction, the reporting person beneficially owns large indirect positions through several family-related trusts and entities, including shares held by Rarefied Air Capital LLC and other Cohn family trusts.
The report also describes 9,258,298 restricted stock units (RSUs) granted under Nerdy Inc.’s 2021 Equity Incentive Plan. Each RSU represents one share of Class A common stock and vests in seven equal tranches only if the stock price reaches targets of $18.00, $22.00, $26.00, $30.00, $34.00, $38.00, and $42.00 per share, based on a 90-day average during the performance period. Any RSUs that do not vest by September 20, 2028 will expire.
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