Form 4: Nerdy Inc. COO Executes Sell-to-Cover Stock Transaction

Nerdy Inc. Chief Operating Officer John Andrew Paszterko sold 31,788 shares to satisfy tax obligations related to RSU vesting.

Summary

• John Andrew Paszterko, Chief Operating Officer of Nerdy Inc., sold 31,788 shares of Class A Common Stock.
• The transaction occurred on April 16, 2026, at a price of $0.93 per share.
• The sale was conducted automatically under a sell-to-cover program to satisfy tax withholding obligations.
• Following the transaction, the reporting person retains beneficial ownership of 1,149,755 shares, consisting of 99,755 shares and 1,050,000 restricted stock units.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, as the transaction is purely administrative and related to tax obligations rather than a strategic divestment.

Positives

• The transaction was a mandatory sell-to-cover event rather than a discretionary divestment, indicating continued alignment with company performance.

Negatives

• The sale price of $0.93 reflects a low valuation for the company's equity.

Risks

• Continued downward pressure on share price could impact the value of remaining equity holdings for executives.

Future Outlook

No specific forward-looking guidance regarding company operations was provided in this filing.

Management Comments

• The sale was executed automatically pursuant to the Issuer's sell-to-cover program to satisfy federal and state tax withholding obligations.

Industry Context

StockSavvy.ai notes that sell-to-cover transactions are standard administrative procedures for executives upon the vesting of equity awards and do not typically signal a change in management sentiment regarding the company's long-term prospects.

Comparison to Industry Standards

• The use of automated sell-to-cover programs is a standard corporate governance practice for publicly traded companies to manage tax liabilities for executives.

Stakeholder Impact

• Minimal impact on shareholders as the transaction was a pre-planned tax-related sale.

Next Steps

• No future actions or milestones were disclosed in this filing.

Key Dates

Keywords

Nerdy Inc, NRDY, Insider Trading, Form 4, Executive Compensation, Equity Vesting