Form 4: Nextdoor GC Sells Shares After RSU Vesting

Nextdoor Holdings' General Counsel, Sophia Schwartz, reported the vesting of restricted stock units and subsequent sales of Class A Common Stock, including a sale under a 10b5-1 plan.

Summary

• Sophia Schwartz, General Counsel and Secretary of Nextdoor Holdings, Inc. (NXDR), reported changes in her beneficial ownership of Class A Common Stock.
• On January 15, 2026, Schwartz acquired a total of 111,374 shares of Class A Common Stock through the vesting of Restricted Stock Units (RSUs) at an exercise price of $0.
• Concurrently on January 15, 2026, she disposed of 53,180 shares of Class A Common Stock at a price of $1.96 per share to cover tax withholding obligations related to the RSU vesting.
• On January 16, 2026, Schwartz sold 23,278 shares of Class A Common Stock at an average price of $1.946 per share, executed pursuant to a Rule 10b5-1 trading plan adopted on September 4, 2025.
• Following these transactions, Schwartz's direct beneficial ownership of Class A Common Stock stands at 286,587 shares.
• She also beneficially owns 366,667 derivative securities in the form of Restricted Stock Units.

Sentiment

Score: 6

Explanation: The sentiment is moderately positive due to the vesting of a significant number of RSUs as part of executive compensation, which aligns management's interests with shareholders. The subsequent sales, while reducing direct ownership, were largely for tax purposes and a pre-planned 10b5-1 sale, mitigating negative implications of insider selling.

Positives

• The vesting of 111,374 Restricted Stock Units represents a significant compensation event for the General Counsel, indicating continued alignment with shareholder interests through equity ownership.

Negatives

• The disposition of 23,278 shares through a Rule 10b5-1 plan, while pre-planned, represents an insider sale of common stock.
• An additional 53,180 shares were disposed of to cover tax withholding obligations, reducing the direct share count.

Risks

• Insider selling, even when pre-planned under a Rule 10b5-1 plan, can sometimes be perceived negatively by the market, potentially influencing investor sentiment regarding the company's future prospects.

Future Outlook

NA

Industry Context

NA

Corporate Governance

Stakeholder Impact

• Shareholders: The RSU vesting represents executive compensation, aligning management incentives. The insider sales, while pre-planned, could be viewed by some investors as a reduction in direct ownership by a key executive.

Next Steps

• Future RSU awards are scheduled to vest in eight equal quarterly installments on January 15, April 15, July 15, and October 15 of each calendar year, subject to the reporting person's continued service to the Issuer.

Key Dates

Keywords

Nextdoor, NXDR, Form 4, insider trading, stock sale, RSU, restricted stock units, Sophia Schwartz, General Counsel, 10b5-1 plan