Jason H. Pello - Dec 1, 2021 Form 4 Insider Report for Nerdy Inc. (NRDY)

Role: Chief Financial Officer
Signature: /s/ Evyn Rabinowitz, Attorney-in-Fact
Stock symbol: NRDY
Transactions as of: Dec 1, 2021
Transactions value $: $0
Form type: 4
Date filed: 12/2/2021, 01:56 PM
Previous filing: Sep 30, 2021
Next filing: Dec 14, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NRDY	Class A Common Stock	Award	$0	+300K		$0.00	300K	Dec 1, 2021	Direct	F1
transaction	NRDY	Class A Common Stock	Award	$0	+194K	+64.74%	$0.00	494K	Dec 1, 2021	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents Restricted Stock Units ("RSUs") issued under the Nerdy Inc. 2021 Equity Incentive Plan. Each RSU represents the contingent right to receive one share of the Issuer's Class A Common Stock. The RSUs shall vest as follows: 20% at various points during the period between December 1, 2021 and August 15, 2022, 25% at various points during the twelve months ending August 15, 2023, 27.5% at various points during the twelve months ending August 15, 2024, and 27.5% at various points during the twelve months ending August 15, 2025.
F2	Represents RSUs issued under the Nerdy Inc. 2021 Equity Incentive Plan. Each RSU represents the contingent right to receive one share of the Issuer's Class A Common Stock. The RSUs shall vest as follows: 20% at various points during the period between December 1, 2021 and December 1, 2022, 25% at various points during the twelve months ending December 1, 2023, 27.5% at various points during the twelve months ending December 1, 2024, and 27.5% at various points during the twelve months ending December 1, 2025.

Content

Represents Restricted Stock Units ("RSUs") issued under the Nerdy Inc. 2021 Equity Incentive Plan. Each RSU represents the contingent right to receive one share of the Issuer's Class A Common Stock. The RSUs shall vest as follows: 20% at various points during the period between December 1, 2021 and August 15, 2022, 25% at various points during the twelve months ending August 15, 2023, 27.5% at various points during the twelve months ending August 15, 2024, and 27.5% at various points during the twelve months ending August 15, 2025.

Represents RSUs issued under the Nerdy Inc. 2021 Equity Incentive Plan. Each RSU represents the contingent right to receive one share of the Issuer's Class A Common Stock. The RSUs shall vest as follows: 20% at various points during the period between December 1, 2021 and December 1, 2022, 25% at various points during the twelve months ending December 1, 2023, 27.5% at various points during the twelve months ending December 1, 2024, and 27.5% at various points during the twelve months ending December 1, 2025.