Charles K. Cohn - Mar 2, 2022 Form 4 Insider Report for Nerdy Inc. (NRDY)

Signature
/s/ Evyn Rabinowitz, Attorney-in-Fact
Stock symbol
NRDY
Transactions as of
Mar 2, 2022
Transactions value $
$1,000,764
Form type
4
Date filed
3/2/2022, 06:30 PM
Previous filing
Dec 1, 2021
Next filing
Jun 1, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NRDY Class A Common Stock Purchase $500K +111K $4.52 111K Mar 2, 2022 By Cohn Family Investments Trust dtd 5/24/18 F1
transaction NRDY Class A Common Stock Purchase $500K +111K $4.52 111K Mar 2, 2022 By Cohn Family Trust 5/24/18 F2
holding NRDY Class A Common Stock 9.26M Mar 2, 2022 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $4.415 to $4.710, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price at which the transactions were effected.
F2 The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $4.410 to $4.710, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price at which the transactions were effected.
F3 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 in seven equal tranches upon the Issuer achieving each of seven share price target milestones that occur at $18.00, $22.00, $26.00, $30.00, $34.00, $38.00, and $42.00 per share, measured, based on the average of our stock price over a consecutive 90 calendar-day period during the performance period. Any unvested RSUs shall expire on September 20, 2028.