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.
The Nerdy Inc. (NYSE: NRDY) SEC filings page provides access to the company’s official regulatory disclosures, including current reports on Form 8-K and other documents filed with the U.S. Securities and Exchange Commission. These filings offer detailed information on Nerdy’s financial condition, capital structure, and material corporate events related to its live online learning platform and Varsity Tutors business.
Among the filings, investors can find earnings-related Form 8-K reports in which Nerdy furnishes press releases announcing quarterly results. These documents describe revenue composition between Consumer and Institutional segments, Learning Membership trends, gross margin dynamics, non-GAAP adjusted EBITDA, and commentary on the company’s path to profitability and liquidity. Because these materials are incorporated into SEC submissions, they serve as an authoritative source for the company’s reported operating metrics and risk disclosures.
Nerdy has also filed Form 8-K disclosures on financing arrangements, such as the Loan and Security Agreement that provides for term loans with an aggregate principal amount of up to $50 million and a maturity date in 2029. The filing outlines key terms, including interest rate structure, collateral, covenants related to minimum cash and leverage, and potential events of default. Reviewing these documents helps investors understand Nerdy’s borrowing capacity, obligations, and financial flexibility.
On this page, Stock Titan surfaces Nerdy’s SEC filings as they are made available through EDGAR and pairs them with AI-powered summaries that explain the significance of each document in clear language. Users can quickly scan earnings 8-Ks, financing agreements, and other material event disclosures to identify changes in Nerdy’s financial position, capital resources, and risk profile without reading every line of the underlying forms.
For those researching NRDY, this consolidated view of Nerdy’s SEC history supports deeper analysis of its AI-enabled education business, its use of debt financing, and the evolution of its Consumer and Institutional operations as described in official filings.
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.
Nerdy Inc. (NRDY) reported an insider transaction by its Chief Financial Officer on a Form 4. On 11/17/2025, the CFO sold 43,969 shares of Class A common stock in an open market transaction at a price of $0.84 per share. According to the explanation, these shares were sold automatically under the company’s sell-to-cover program to pay federal and state taxes triggered by the vesting of 96,687 restricted stock units (RSUs), rather than as a discretionary sale.
After this transaction, the CFO beneficially owns a total of 1,803,055 Class A-related interests, consisting of 1,086,779 shares of Class A common stock and 716,276 RSUs. The filing indicates the ownership is held directly and reflects both currently owned shares and equity awards that may convert into shares over time.
Nerdy Inc. (NRDY) reported an insider transaction by its Chief Legal Officer. On 11/17/2025, the officer sold 28,810 shares of Class A Common Stock at $0.84 per share in an open-market transaction. The company explains this was a sale to cover taxes triggered by the vesting of 63,353 restricted stock units (RSUs) under Nerdy’s sell-to-cover program, which automatically sells enough shares to satisfy federal and state withholding obligations.
After this transaction, the officer beneficially owns 1,509,587 Nerdy Class A shares and RSUs, consisting of 1,074,480 shares of Class A Common Stock and 435,107 RSUs. This filing reflects a routine tax-related sale rather than a discretionary reduction of the overall equity position.
Nerdy Inc. (NRDY) reported insider activity on a Form 4. A company director disclosed two open‑market sales of Class A common stock: 25,000 shares at $0.89 on 11/13/2025 and 25,000 shares at $0.85 on 11/14/2025. After the first sale, the insider beneficially owned 710,991 shares; after the second, 685,991 shares. The filing lists the ownership form as direct.
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