Form 4: Nerdy COO Sells Shares for Tax Obligations

Nerdy Inc.'s Chief Operating Officer, John Andrew Paszterko, sold 18,457 shares of Class A Common Stock to cover tax liabilities from restricted stock unit vesting.

Summary

• John Andrew Paszterko, Chief Operating Officer of Nerdy Inc. (NRDY), reported a transaction on January 16, 2026.
• He sold 18,457 shares of Class A Common Stock at a price of $1.01 per share.
• The sale was an open market transaction conducted to cover federal and state tax withholding obligations.
• These tax obligations arose from the vesting of 50,000 restricted stock units (RSUs).
• The sale was executed automatically pursuant to the Issuer's sell-to-cover program.
• Following this transaction, Paszterko beneficially owns 581,543 securities, comprising 31,543 shares of Class A Common Stock and 550,000 restricted stock units.

Sentiment

Score: 5

Explanation: The transaction is a routine, non-discretionary sale to cover tax obligations from RSU vesting, which is a neutral event for company sentiment.

Future Outlook

No specific future outlook or guidance was provided in this insider transaction report.

Management Comments

• The sale of shares was to cover taxes due as a result of the vesting of 50,000 restricted stock units.
• All shares reported as disposed of were automatically sold pursuant to the Issuer's sell-to-cover program to satisfy federal and state tax withholding obligations.

Industry Context

This Form 4 filing reports a routine insider transaction for tax purposes and does not provide information relevant to broader industry trends or competitive analysis.

Comparison to Industry Standards

• This filing details a standard 'sell-to-cover' transaction, a common practice among executives to manage tax liabilities arising from equity compensation.
• Such transactions are routine and generally do not reflect a change in management's outlook on the company's prospects, unlike discretionary sales.
• No specific comparable companies or projects are relevant for this type of filing.

Stakeholder Impact

• Minimal impact on shareholders as this is a routine, non-discretionary sale for tax purposes by an executive, not indicative of a change in company fundamentals or management's confidence.

Key Dates

Keywords

Nerdy Inc., NRDY, Form 4, Insider Trading, Stock Sale, Restricted Stock Units, RSU Vesting, Tax Obligations, Sell-to-Cover, John Andrew Paszterko, Chief Operating Officer