Nerdy CEO trust buys 258K NRDY shares at $0.97
Nerdy Inc. Chief Executive Officer Charles K. Cohn, through the Charles K. Cohn Revocable Trust, bought Class A Common Stock in the open market.
Rhea-AI Filing Summary
Nerdy Inc. Chief Executive Officer Charles K. Cohn, through the Charles K. Cohn Revocable Trust, bought Class A Common Stock in the open market. The trust acquired 258,204 shares at a weighted average price of $0.97 per share on June 11, 2026, with individual trades between $0.94 and $0.99.
After this purchase, the revocable trust held 477,223 Class A shares indirectly. Separate entries show additional indirect holdings through various Cohn family trusts and Rarefied Air Capital LLC, plus a direct holding of 9,258,298 Class A shares. A performance-based RSU award will vest in seven tranches if share-price targets between $18 and $42 are met by September 20, 2028.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 258,204 shares
Net Buy
6 txns
Insider
Cohn Charles K.
Role
Chief Executive Officer
Bought
258,204 shs ($250K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Purchase | Class A Common Stock | 258,204 | $0.97 | $250K |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Class A Common Stock — 477,223 shares (Indirect, By Charles K. Cohn Revocable Trust Agreement Dated February 10, 2016);
Class A Common Stock — 1,540,307 shares (Indirect, By Cohn Family Trust 5/24/18);
Class A Common Stock — 9,258,298 shares (Direct);
Class A Common Stock — 13,194,231 shares (Indirect, Rarefied Air Capital LLC);
Class A Common Stock — 32,867,174 shares (Indirect, By Cohn Family Trust U/A/D 3/16/2017);
Class A Common Stock — 1,278,512 shares (Indirect, By Cohn Family Investments Trust dtd 5/24/18)
Footnotes (3)
- F1. The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $0.94 to $0.99, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price at which the transactions were effected.
- F2. Represents Restricted Stock Units ("RSUs") issued under the Nerdy Inc. 2021 Equity Incentive Plan. Each RSU represents the contingent right to receive one share of the Issuer's Class A Common Stock. The RSUs shall vest in seven equal tranches upon the Issuer achieving each of seven share price target milestones that occur at $18.00, $22.00, $26.00, $30.00, $34.00, $38.00, and $42.00 per share, measured, based on the average of our stock price over a consecutive 90 calendar-day period during the performance period. Any unvested RSUs shall expire on September 20, 2028.
- F3. Rarefied Air Capital LLC is owned by three trusts: Cohn Family Trust U/A/D 3/16/2017, The Cohn Family Investments Trust 05/24/18, and 2018 Cohn Family Trust U/A/D 5/24/2018.
Key Figures
Open-market purchase: 258,204 shares
Weighted average price: $0.97 per share
Trade price range: $0.94–$0.99
+5 more
8 metrics
Open-market purchase
258,204 shares
Class A Common Stock bought on June 11, 2026
Weighted average price
$0.97 per share
Price for 258,204-share insider purchase
Trade price range
$0.94–$0.99
Range of prices for individual purchase trades
Revocable trust holding
477,223 shares
Charles K. Cohn Revocable Trust after transaction
Direct holding
9,258,298 shares
Class A Common Stock held directly by Charles K. Cohn
Rarefied Air Capital LLC holding
13,194,231 shares
Indirect Class A Common Stock position
Price target milestones
$18–$42 per share
Seven RSU vesting milestones over performance period
RSU expiry date
September 20, 2028
Unvested RSUs expire if milestones are not met
Key Terms
Restricted Stock Units ("RSUs"), weighted average price, share price target milestones, performance period, +2 more
6 terms
Restricted Stock Units ("RSUs") financial
"Represents Restricted Stock Units ("RSUs") issued under the Nerdy Inc. 2021 Equity Incentive Plan."
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.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
performance period financial
"measured, based on the average of our stock price over a consecutive 90 calendar-day period during the performance period."
The performance period is the specific time span over which an investment’s results, an employee’s targets, or a fund’s returns are measured and judged. It matters to investors because the length and start/end of that window determine which gains or losses count toward performance fees, bonus payouts, or benchmark comparisons—much like timing a race decides who wins, the chosen period can change whether results look strong or weak.
Equity Incentive Plan financial
"RSUs issued under the Nerdy Inc. 2021 Equity Incentive Plan."
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
indirect ownership financial
"ownership_type": "indirect"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transaction did Nerdy Inc. (NRDY) report for Charles K. Cohn?
Nerdy Inc. reported that a revocable trust associated with CEO Charles K. Cohn bought 258,204 Class A shares. The open-market purchase occurred on June 11, 2026 at a weighted average price of $0.97 per share.
What are the key terms of Charles K. Cohn’s Nerdy Inc. RSU award?
The RSUs represent the right to receive Class A shares and vest in seven equal tranches. Vesting depends on achieving stock-price milestones from $18 to $42 over 90-day averages, with any unvested units expiring on September 20, 2028.
AI-generated analysis. How Rhea-AI works. Not financial advice.
