Nerdy (NRDY) CEO’s trust buys 250,007 Class A shares around $1
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Nerdy Inc. director and CEO Charles K. Cohn reported an indirect open-market purchase of Class A Common Stock through the Charles K. Cohn Revocable Trust Agreement dated February 10, 2016. The trust bought 250,007 shares at a weighted average price of about $1.00 per share, with individual trades ranging from $0.97 to $1.01.
Following this purchase, that revocable trust holds 978,311 Class A shares indirectly. The filing also updates Cohn’s other direct and indirect Class A holdings across several family trusts and an LLC, with no additional buy or sell transactions reported in this excerpt.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 250,007 shares ($250,007)
Net Buy
6 txns
Insider
Cohn Charles K.
Role
Chief Executive Officer
Bought
250,007 shs ($250K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Purchase | Class A Common Stock | 250,007 | $1.00 | $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 — 978,311 shares (Indirect, By Charles K. Cohn Revocable Trust Agreement Dated February 10, 2016);
Class A Common Stock — 9,258,298 shares (Direct, null)
Footnotes (1)
- The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $0.97 to $1.01, 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. 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. 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
Shares purchased: 250,007 shares
Purchase price: $1.00 per share
Trade price range: $0.97–$1.01 per share
+3 more
6 metrics
Shares purchased
250,007 shares
Open-market buy by revocable trust on 2026-06-15
Purchase price
$1.00 per share
Weighted average price for 250,007 purchased shares
Trade price range
$0.97–$1.01 per share
Individual transaction prices within the reported purchase
Revocable trust holdings
978,311 shares
Class A shares held indirectly after purchase
Direct holdings
9,258,298 shares
Class A shares held directly as of 2026-06-15
Rarefied Air Capital LLC holdings
13,194,231 shares
Indirect Class A holdings via LLC as of 2026-06-15
Key Terms
open-market purchase, Restricted Stock Units ("RSUs"), weighted average price, Equity Incentive Plan, +1 more
5 terms
open-market purchase financial
"The trust bought 250,007 shares at a weighted average price in an open-market purchase."
An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.
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.
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.
Class A Common Stock financial
"Reported transactions involve the Issuer's 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
What insider transaction did Nerdy (NRDY) disclose for Charles K. Cohn?
Nerdy disclosed that CEO and director Charles K. Cohn, through his revocable trust, bought 250,007 shares of Class A Common Stock. The purchase was an open-market transaction at a weighted average price near $1.00 per share, according to the Form 4 filing.
What do the RSUs mentioned in the Nerdy (NRDY) Form 4 represent?
The filing describes Restricted Stock Units (RSUs) issued under the Nerdy Inc. 2021 Equity Incentive Plan. Each RSU can convert into one Class A share if specific share-price milestones between $18.00 and $42.00 are met before September 20, 2028, or else they expire unvested.