Nerdy (NYSE: NRDY) files Form 144 for 75,000-share insider sale

Rhea-AI Filing Summary

An insider of the issuer has filed a Form 144 notice to sell shares of common Class A stock. The filing covers 75,000 shares to be sold through broker The Charles Schwab Corporation, with an aggregate market value of $108,000, and notes that there were 122,938,630 shares of this class outstanding.

The securities to be sold were acquired through award vestings between February 15, 2023 and November 15, 2023, with 75,000 securities acquired as of February 15, 2023. The filing also reports that the same seller, Jason H. Pello, has sold 30,714 shares for gross proceeds of $39,007 on September 16, 2025 and 43,969 shares for gross proceeds of $36,934 on November 17, 2025 during the prior three months.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
COMMON CL A	THE CHARLES SCHWAB CORPORATION 3000 Schwab Way Westlake TX 76262	75000	108000.00	122938630	12/10/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
COMMON CL A	02/15/2023	AWARD VESTINGS BETWEEN: 2/15/23 - 11/15/23	ISSUER			75000	02/15/2023	NA

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
JASON H PELLO 8100 FORSYTH BLVD SUITE 1050 ST LOUIS MO 63105	COMMON CL A	09/16/2025	30714	39007.00
JASON H PELLO 8100 FORSYTH BLVD SUITE 1050 ST LOUIS MO 63105	COMMON CL A	11/17/2025	43969	36934.00

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does this Form 144 filing mean for NRDY shareholders?

This Form 144 notice discloses that an insider intends to sell 75,000 shares of the issuer’s common Class A stock, with an aggregate market value of $108,000. It is a required disclosure for planned resales of restricted or control securities and does not by itself change the company’s operations.

How many NRDY Class A shares are covered by this Form 144?

The Form 144 covers 75,000 shares of common Class A stock to be sold through broker The Charles Schwab Corporation, as disclosed in the securities information table.

What is the reported market value and shares outstanding in this Form 144?

The filing reports an aggregate market value of $108,000 for the 75,000 Class A shares covered and states that 122,938,630 shares of this class were outstanding.

How and when were the NRDY shares being sold under Form 144 acquired?

The Form 144 states that the 75,000 shares were acquired via award vestings between February 15, 2023 and November 15, 2023, with an acquisition date listed as February 15, 2023.

What prior share sales by this insider are disclosed in the Form 144?

The filing reports that Jason H. Pello sold 30,714 shares of common Class A on September 16, 2025 for gross proceeds of $39,007, and 43,969 shares on November 17, 2025 for gross proceeds of $36,934 during the past three months.

Which broker is handling the planned NRDY share sale under this Form 144?

The Form 144 lists The Charles Schwab Corporation, located at 3000 Schwab Way, Westlake, TX 76262, as the broker for the sale of the 75,000 common Class A shares.