Form 4: NRC Director Wheeler Granted Stock Options

National Research Corp Director Penny Ann Wheeler received 22,625 stock options with an exercise price of $11.61, exercisable from October 17, 2025.

Summary

• Penny Ann Wheeler, a Director of National Research Corp (NRC), was granted 22,625 Director Stock Options.
• The options have an exercise price of $11.61 per share.
• The transaction date for this grant was October 17, 2025.
• The options become exercisable on October 17, 2025, and expire on October 17, 2035.
• This award was made under the Issuer's 2025 Omnibus Incentive Plan.
• The grant compensates Ms. Wheeler for participating in two in-person meetings during 2025.

Sentiment

Score: 6

Explanation: Slightly positive, as it represents a standard compensation practice that aligns director and shareholder interests, without indicating any adverse events or significant changes.

Positives

• The grant of stock options aligns the director's financial interests with those of the shareholders, incentivizing long-term company performance.
• The compensation structure, utilizing an incentive plan, is a standard practice for attracting and retaining qualified board members.

Future Outlook

The options are exercisable from October 17, 2025, and have a ten-year term, indicating a long-term incentive structure for the director's continued engagement and contribution to the company's performance.

Management Comments

• This award is a grant to the reporting person made under the Issuer's 2025 Omnibus Incentive Plan for participating in two in-person meetings during 2025.

Industry Context

Equity-based compensation, such as stock options, is a common practice across various industries for compensating non-employee directors. This method is widely used to align the interests of directors with those of shareholders, encouraging long-term value creation.

Comparison to Industry Standards

• Equity compensation for directors is a standard practice in publicly traded companies, including those in the healthcare and research sectors, to incentivize performance and retention.
• Specific comparable companies, projects, or grant sizes are not detailed within this filing to allow for a direct benchmark against industry peers.

Corporate Governance

Related Party Transactions

• The grant of stock options to Penny Ann Wheeler, a Director, constitutes a related party transaction as it involves compensation to a member of the company's board.

Stakeholder Impact

• Shareholders: Potential for minor dilution upon exercise of options, but also benefit from increased alignment of director interests with long-term company performance.
• Director (Penny Ann Wheeler): Receives equity compensation, incentivizing continued service and performance.

Next Steps

• Penny Ann Wheeler may exercise these options at any time between October 17, 2025, and October 17, 2035, subject to the terms of the 2025 Omnibus Incentive Plan.

Key Dates

Keywords

National Research Corp, NRC, Penny Ann Wheeler, Stock Options, Director Compensation, SEC Form 4, Insider Transaction, Equity Grant, Omnibus Incentive Plan