Elias Nader - Jun 19, 2024 Form 4 Insider Report for Barnes & Noble Education, Inc. (BNED)

Role: Director, Other*
Signature: /s/ Michael C. Miller, as attorney-in-fact for Elias Nader
Stock symbol: BNED
Transactions as of: Jun 19, 2024
Transactions value $: $0
Form type: 4
Date filed: 6/21/2024, 04:57 PM
Previous filing: Jun 12, 2024
Next filing: Aug 13, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	BNED	Common Stock	Award	$0	+7.44K		$0.00	7.44K	Jun 19, 2024	Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	This Form 4 is filed by Elias Nader (the "Reporting Person"). The Reporting Person is a member of a group with Toro 18 Holdings LLC, Immersion Corporation, William C. Martin, Eric Singer and Emily Hoffman for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, that collectively beneficially owns over 10% of the Issuer's outstanding shares of common stock, par value $0.01 (the "Common Stock"). The Reporting Person disclaims beneficial ownership of the securities of the Issuer owned directly by other members of the Section 13(d) group except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. The other members of the Section 13(d) group will file separate Section 16 reports, as applicable.
F2	Grant of restricted stock units ("RSUs"). Each RSU represents the contingent right to receive one share of Common Stock, of the Issuer. The RSUs vest on the earlier of one year from the date of grant or Issuer's the next annual meeting of stockholders.

Content

This Form 4 is filed by Elias Nader (the "Reporting Person"). The Reporting Person is a member of a group with Toro 18 Holdings LLC, Immersion Corporation, William C. Martin, Eric Singer and Emily Hoffman for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, that collectively beneficially owns over 10% of the Issuer's outstanding shares of common stock, par value $0.01 (the "Common Stock"). The Reporting Person disclaims beneficial ownership of the securities of the Issuer owned directly by other members of the Section 13(d) group except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. The other members of the Section 13(d) group will file separate Section 16 reports, as applicable.

Grant of restricted stock units ("RSUs"). Each RSU represents the contingent right to receive one share of Common Stock, of the Issuer. The RSUs vest on the earlier of one year from the date of grant or Issuer's the next annual meeting of stockholders.