Form 4: Nerdy Inc. Director Christopher P. Marshall Acquires Stock Options in Lieu of Cash Compensation

Director Christopher P. Marshall acquired stock options in Nerdy Inc. in lieu of cash compensation for his board service.

Summary

• Christopher P. Marshall, a director of Nerdy Inc., acquired stock options on April 29, 2025, as compensation for his role on the board.
• He received 127,334 stock options with an exercise price of $1.63 and 46,689 stock options with an exercise price of $1.63.
• These options vest on the earlier of April 29, 2026, or the next annual meeting of Nerdy Inc. stockholders, and expire on April 29, 2035.
• The options are for Class A Common Stock.
• Marshall disclaims beneficial ownership of the options except to the extent of his pecuniary interest therein, as TCV VIII Management, L.L.C. has the right to 100% of the pecuniary interests in such options.

Sentiment

Score: 6

Explanation: The document is a routine disclosure of stock option grants to a director. It is neither particularly positive nor negative, but reflects standard corporate governance practices.

Positives

• The acquisition of stock options aligns the director's interests with those of the shareholders.
• Electing to receive equity instead of cash demonstrates confidence in the company's future performance.

Future Outlook

The document does not contain specific forward-looking statements regarding the company's future performance.

Management Comments

• Mr. Marshall disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein.

Industry Context

Director compensation packages often include stock options to align the interests of board members with those of shareholders. This is a common practice in publicly traded companies.

Comparison to Industry Standards

• Stock option grants are a typical component of compensation for directors at publicly traded companies.
• The vesting schedule of one year or the next annual meeting is fairly standard.
• The exercise price of $1.63 is relevant to the current market price of Nerdy Inc. stock, but this document does not provide enough information to assess whether it is in line with industry benchmarks.

Stakeholder Impact

• The stock option grant aligns the director's interests with those of shareholders, potentially encouraging decisions that increase shareholder value.

Key Dates

Keywords

stock options, director compensation, Nerdy Inc., NRDY, Christopher P. Marshall, Form 4, equity, TCV VIII Management